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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549



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FORM 10-Q

|           |  |                                                                                                       
|---------- |  | ------------------------------------------------------------------------------------------------------
|(Mark One)
|x          |  | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
|           |  | For the quarterly period ended March 31, 2002                                                         

OR

|  |  |                                                                                                           
|- |  | ----------------------------------------------------------------------------------------------------------
|o |  | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
|  |  | For the transition period from_______________to_______________.                                           

Commission file number 0-7949



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BANCWEST CORPORATION

(Exact name of registrant as specified in its charter)




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|                                                                             |  |                                                
|---------------------------------------------------------------------------- |  | -----------------------------------------------
|Delaware
(State of incorporation)                                            |  | 99-0156159
(I.R.S. Employer
Identification No.)
|                                                                            
|999 Bishop Street, Honolulu, Hawaii
(Address of principal executive offices) |  | 96813
(Zip Code)                               

Registrants telephone number, including area code: (808) 525-7000



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Securities registered pursuant to Section 12(b) of the Act:
9.50% Quarterly Income Preferred Securities



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Securities registered pursuant to Section 12(g) of the Act:
None



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(Title of class)


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or l5(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  [X]     No [   ]

The number of shares outstanding of each of the issuers classes of common stock
as of April 30, 2002 was:

|                                      |  |                             
|------------------------------------- |  | ----------------------------
|Title of Class                        |  | Number of Shares Outstanding
|                                      |  |                             
|Class A Common Stock, $0.01 Par Value |  | 85,759,123 Shares           



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TABLE OF CONTENTS



|                              |                                                                                               |                                                                        |  |  |  |  |  | 
|----------------------------- | --------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------- |  |  |  |  |  | 
|PART I. FINANCIAL INFORMATION
|                              | Item 1. Financial Statements                                                                 
|                              |                                                                                               | CONSOLIDATED BALANCE SHEETS (Unaudited)                               
|                              |                                                                                               | CONSOLIDATED STATEMENTS OF INCOME (Unaudited)                         
|                              |                                                                                               | CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY (Unaudited)
|                              |                                                                                               | CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)                     
|                              |                                                                                               | NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)                
|                              | Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
|                              | Item 3. Quantitative and Qualitative Disclosures About Market Risk                           
|PART II. OTHER INFORMATION   
|                              | Item 2. Changes in Securities and Use of Proceeds                                            
|                              | Item 6. Exhibits and Reports on Form 8-K                                                     
|SIGNATURES                   
|EXHIBIT INDEX                
|EXHIBIT 12.1                 



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##### Table of Contents



PART I.          FINANCIAL INFORMATION

|              |  |                                                                                                               |  |         |  | 
|------------- |  | ------------------------------------------------------------------------------------------------------------- |  | ------- |  | 
|              |  |                                                                                                               |  | Page    |  | 
|              |  |                                                                                                               |  |         |  | 
|Item 1.       |  | Financial Statements (Unaudited)                                                                              |  |         |  | 
|              |  | Consolidated Balance Sheets at March 31, 2002, December 31, 2001 and March 31, 2001                           |  | 2 - 3  
|              |  | Consolidated Statements of Income for the three months ended March 31, 2002 and 2001                          |  | 4       |  | 
|              |  | Consolidated Statements of Changes in Stockholders Equity for the three months ended March 31, 2002 and 2001 |  | 5       |  | 
|              |  | Consolidated Statements of Cash Flows for the three months ended March 31, 2002 and 2001                      |  | 6       |  | 
|              |  | Notes to Consolidated Financial Statements                                                                    |  | 7
- 10  |  | 
|Item 2.       |  | Managements Discussion and Analysis of Financial Condition and Results of Operations                         |  | 11 - 29 |  | 
|Item 3.       |  | Quantitative and Qualitative Disclosures About Market Risk                                                    |  | 29
- 30 |  | 
|PART II.      |  | OTHER INFORMATION                                                                                             |  |         |  | 
|Item 2.       |  | Changes in Securities and Use of Proceeds                                                                     |  | 31      |  | 
|Item 6.       |  | Exhibits and Reports on Form 8-K                                                                              |  | 31      |  | 
|SIGNATURES    |  | 32                                                                                                            | 
|EXHIBIT INDEX

1



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##### Table of Contents






PART I. FINANCIAL INFORMATION




Item 1. Financial Statements




BancWest Corporation and SubsidiariesCONSOLIDATED BALANCE SHEETS(Unaudited)

|                                                                                      |                                  |                     |            |                                       |            |              |            |            |            |   |            |            |            | 
|------------------------------------------------------------------------------------- | -------------------------------- | ------------------- | ---------- | ------------------------------------- | ---------- | ------------ | ---------- | ---------- | ---------- | - | ---------- | ---------- | ---------- | 
|                                                                                      |                                  |                     |            | March 31,                             |            | December 31, |            | March 31, 
|                                                                                      |                                  |                     |            | 2002                                  |            | 2001         |            | 2001      
|                                                                                      |                                  |                     |            |                                       |            |              |            |           
|                                                                                      |                                  |                     |            | (in thousands, except per share data)
|Assets                                                                                |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|Cash and due from banks                                                               |                                  | $                   | 1,338,866  |                                       |            | $            | 737,262    |            |            | $ | 834,003    |           
|Interest-bearing deposits in other banks                                              |                                  |                     | 182,930    |                                       |            |              | 109,935    |            |            |   | 365,261    |           
|Federal funds sold and securities purchased
under agreements to resell                |                                  |                     | 149,500    |                                       |            |              | 233,000    |            |            |   | 373,000    |           
|Investment securities:                                                                |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|                                                                                      | Held-to-maturity                 |                     |            |                                      |            |              |            |           |            |   |            | 86,764     |           
|                                                                                      | Available-for-sale               |                     |            | 3,163,807                             |            |              |            | 2,542,173  |            |   |            | 2,103,515  |           
|Loans and leases:                                                                     |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|                                                                                      | Loans and leases                 |                     |            | 24,123,589                            |            |              |            | 15,223,732 |            |   |            | 14,202,523 |           
|                                                                                      | Less allowance for credit losses |                     |            | 383,003                               |            |              |            | 194,654    |            |   |            | 186,246    |           
|                                                                                      |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|Net loans and leases                                                                  |                                  |                     | 23,740,586 |                                       |            |              | 15,029,078 |            |            |   | 14,016,277 |           
|                                                                                      |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|Premises and equipment, net                                                           |                                  |                     | 410,429    |                                       |            |              | 273,035    |            |            |   | 288,989    |           
|Customers acceptance liability                                                       |                                  |                     | 11,292     |                                       |            |              | 1,498      |            |            |   | 2,369      |           
|Core deposit intangible, net                                                          |                                  |                     | 231,925    |                                       |            |              | 110,239    |            |            |   | 77,365     |           
|Goodwill, net                                                                         |                                  |                     | 3,380,392  |                                       |            |              | 2,061,805  |            |            |   | 679,107    |           
|Other real estate owned and repossessed
personal property                             |                                  |                     | 24,393     |                                       |            |              | 22,321     |            |            |   | 20,549     |           
|Other assets                                                                          |                                  |                     | 690,373    |                                       |            |              | 526,168    |            |            |   | 572,253    |           
|                                                                                      |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|Total assets                                                                          |                                  | $                   | 33,324,493 |                                       |            | $            | 21,646,514 |            |            | $ | 19,419,452 |           
|                                                                                      |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|Liabilities and Stockholders Equity                                                  |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|Deposits:                                                                             |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|                                                                                      | Domestic:                        |                     |            |                                       |            |              |            |            |            |   |            |            |           
|                                                                                      |                                  | Interest-bearing    |            | $                                     | 17,146,357 |              |            | $          | 11,453,882 |   |            | $          | 11,280,102 | 
|                                                                                      |                                  | Noninterest-bearing |            |                                       | 6,200,071  |              |            |            | 3,407,209  |   |            |            | 3,167,903  | 
|                                                                                      | Foreign                          |                     |            | 737,492                               |            |              |            | 472,960    |            |   |            | 262,168    |           
|                                                                                      |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|Total deposits                                                                        |                                  |                     | 24,083,920 |                                       |            |              | 15,334,051 |            |            |   | 14,710,173 |           
|                                                                                      |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|Federal funds purchased and securities sold
under agreements to repurchase            |                                  |                     | 810,192    |                                       |            |              | 713,384    |            |            |   | 648,008    |           
|Other short-term borrowings                                                           |                                  |                     | 1,330,673  |                                       |            |              | 240,936    |            |            |   | 114,526    |           
|Acceptances outstanding                                                               |                                  |                     | 11,292     |                                       |            |              | 1,498      |            |            |   | 2,369      |           
|Other liabilities                                                                     |                                  |                     | 1,041,529  |                                       |            |              | 891,641    |            |            |   | 868,346    |           
|Long-term debt                                                                        |                                  |                     | 2,118,040  |                                       |            |              | 2,197,954  |            |            |   | 781,039    |           
|Guaranteed preferred beneficial interests
in Companys junior subordinated debentures |                                  |                     | 264,214    |                                       |            |              | 265,130    |            |            |   | 250,000    |           
|                                                                                      |                                  |                     |            |                                       |            |              |            |            |            |   |            |           
|Total liabilities                                                                     |                                  | $                   | 29,659,860 |                                       |            | $            | 19,644,594 |            |            | $ | 17,374,461 |           
|                                                                                      |                                  |                     |            |                                       |            |              |            |            |            |   |            |           

The accompanying notes are an integral part of these consolidated financial statements.

2



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BancWest Corporation and SubsidiariesCONSOLIDATED BALANCE SHEETS, Continued(Unaudited)

|                                           |                                                                                                                                                                                                                                                                                                                                                      |                                                                                                |            |                                       |   |              |            |           |   |   |            |           |        | 
|------------------------------------------ | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------- | ---------------------------------------------------------------------------------------------- | ---------- | ------------------------------------- | - | ------------ | ---------- | --------- | - | - | ---------- | --------- | ------ | 
|                                           |                                                                                                                                                                                                                                                                                                                                                      |                                                                                                |            | March 31,                             |   | December 31, |            | March 31,
|                                           |                                                                                                                                                                                                                                                                                                                                                      |                                                                                                |            | 2002                                  |   | 2001         |            | 2001     
|                                           |                                                                                                                                                                                                                                                                                                                                                      |                                                                                                |            |                                       |   |              |            |          
|                                           |                                                                                                                                                                                                                                                                                                                                                      |                                                                                                |            | (in thousands, except per share data)
|Stockholders equity:                      |                                                                                                                                                                                                                                                                                                                                                      |                                                                                                |            |                                       |   |              |            |           |   |   |            |          
|                                           | Class A common stock, par value $.01 per share
at March 31, 2002 and December 31, 2001 and
$1 per share at March 31, 2001
Authorized - 150,000,000 shares at March 31, 2002 and
December 31, 2001 and 75,000,000 shares at March 31, 2001
Issued - 85,759,123 shares at March 31, 2002 and 56,074,874
shares at December 31, 2001 and March 31, 2001 |                                                                                                | $          | 858                                   |   |              | $          | 561       |   |   | $          | 56,075    |       
|                                           | Common stock, par value $1 per share                                                                                                                                                                                                                                                                                                                 |                                                                                                |            |                                       |   |              |            |           |   |   |            |           |       
|                                           |                                                                                                                                                                                                                                                                                                                                                      | Authorized
- 200,000,000 shares at March 31, 2001
Issued - 71,053,762 shares at March 31, 2001 |            |                                       |  |              |            |           |  |   |            |           | 71,054 | 
|                                           | Surplus                                                                                                                                                                                                                                                                                                                                              |                                                                                                |            | 3,584,978                             |   |              |            | 1,985,275 |   |   |            | 1,126,103 |       
|                                           | Retained earnings                                                                                                                                                                                                                                                                                                                                    |                                                                                                |            | 73,719                                |   |              |            | 8,302     |   |   |            | 808,410   |       
|                                           | Accumulated other comprehensive income, net                                                                                                                                                                                                                                                                                                          |                                                                                                |            | 5,078                                 |   |              |            | 7,782     |   |   |            | 22,308    |       
|                                           | Treasury stock, at cost - 2,423,466 shares at March 31, 2001                                                                                                                                                                                                                                                                                         |                                                                                                |            |                                      |   |              |            |          |   |   |            | (38,959   | )     
|                                           |                                                                                                                                                                                                                                                                                                                                                      |                                                                                                |            |                                       |   |              |            |           |   |   |            |          
|Total stockholders equity                 |                                                                                                                                                                                                                                                                                                                                                      |                                                                                                | 3,664,633  |                                       |   |              | 2,001,920  |           |   |   | 2,044,991  |          
|                                           |                                                                                                                                                                                                                                                                                                                                                      |                                                                                                |            |                                       |   |              |            |           |   |   |            |          
|Total liabilities and stockholders equity |                                                                                                                                                                                                                                                                                                                                                      | $                                                                                              | 33,324,493 |                                       |   | $            | 21,646,514 |           |   | $ | 19,419,452 |          
|                                           |                                                                                                                                                                                                                                                                                                                                                      |                                                                                                |            |                                       |   |              |            |           |   |   |            |          

The accompanying notes are an integral part of these consolidated financial statements.

3



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BancWest Corporation and SubsidiariesCONSOLIDATED STATEMENTS OF INCOME(Unaudited)

|                                     |                                                       |   |                              |         |      |   |         |         | 
|------------------------------------ | ----------------------------------------------------- | - | ---------------------------- | ------- | ---- | - | ------- | ------- | 
|                                     |                                                       |   | Three Months Ended March 31,
|                                     |                                                       |   |                             
|                                     |                                                       |   | 2002                         |         | 2001
|                                     |                                                       |   |                              |         |     
|                                     |                                                       |   | (in thousands)              
|Interest income                      |                                                       |   |                              |         |      |   |         |        
|Interest and fees on loans           |                                                       | $ | 256,229                      |         |      | $ | 262,442 |        
|Lease financing income               |                                                       |   | 36,726                       |         |      |   | 35,595  |        
|Interest on investment securities:   |                                                       |   |                              |         |      |   |         |        
|                                     | Taxable interest income                               |   |                              | 34,262  |      |   |         | 33,193  | 
|                                     | Exempt from Federal income taxes                      |   |                              | 44      |      |   |         | 118     | 
|Other interest income                |                                                       |   | 2,023                        |         |      |   | 7,503   |        
|                                     |                                                       |   |                              |         |      |   |         |        
|                                     | Total interest income                                 |   |                              | 329,284 |      |   |         | 338,851 | 
|                                     |                                                       |   |                              |         |      |   |         |        
|Interest expense                     |                                                       |   |                              |         |      |   |         |        
|Deposits                             |                                                       |   | 63,629                       |         |      |   | 120,421 |        
|Short-term borrowings                |                                                       |   | 5,793                        |         |      |   | 10,218  |        
|Long-term debt                       |                                                       |   | 35,382                       |         |      |   | 18,839  |        
|                                     |                                                       |   |                              |         |      |   |         |        
|                                     | Total interest expense                                |   |                              | 104,804 |      |   |         | 149,478 | 
|                                     |                                                       |   |                              |         |      |   |         |        
|                                     | Net interest income                                   |   |                              | 224,480 |      |   |         | 189,373 | 
|Provision for credit losses          |                                                       |   | 20,007                       |         |      |   | 35,200  |        
|                                     |                                                       |   |                              |         |      |   |         |        
|                                     | Net interest income after provision for
credit losses |   |                              | 204,473 |      |   |         | 154,173 | 
|                                     |                                                       |   |                              |         |      |   |         |        
|Noninterest income                   |                                                       |   |                              |         |      |   |         |        
|Service charges on deposit accounts  |                                                       |   | 25,974                       |         |      |   | 20,436  |        
|Trust and investment services income |                                                       |   | 8,140                        |         |      |   | 9,127   |        
|Other service charges and fees       |                                                       |   | 23,498                       |         |      |   | 18,374  |        
|Securities gains, net                |                                                       |   | 228                          |         |      |   | 41,300  |        
|Other                                |                                                       |   | 4,784                        |         |      |   | 9,262   |        
|                                     |                                                       |   |                              |         |      |   |         |        
|                                     | Total noninterest income                              |   |                              | 62,624  |      |   |         | 98,499  | 
|                                     |                                                       |   |                              |         |      |   |         |        
|Noninterest expense                  |                                                       |   |                              |         |      |   |         |        
|Salaries and wages                   |                                                       |   | 60,094                       |         |      |   | 49,377  |        
|Employee benefits                    |                                                       |   | 23,482                       |         |      |   | 17,973  |        
|Occupancy expense                    |                                                       |   | 15,614                       |         |      |   | 16,235  |        
|Outside services                     |                                                       |   | 13,252                       |         |      |   | 11,503  |        
|Intangible amortization              |                                                       |   | 2,757                        |         |      |   | 10,284  |        
|Equipment expense                    |                                                       |   | 7,729                        |         |      |   | 7,532   |        
|Restructuring and
integration costs  |                                                       |   | 6,015                        |         |      |   | 3,935   |        
|Other                                |                                                       |   | 30,155                       |         |      |   | 33,249  |        
|                                     |                                                       |   |                              |         |      |   |         |        
|                                     | Total noninterest expense                             |   |                              | 159,098 |      |   |         | 150,088 | 
|                                     |                                                       |   |                              |         |      |   |         |        
|Income before income taxes           |                                                       |   | 107,999                      |         |      |   | 102,584 |        
|Provision for income taxes           |                                                       |   | 42,582                       |         |      |   | 40,837  |        
|                                     |                                                       |   |                              |         |      |   |         |        
|Net income                           |                                                       | $ | 65,417                       |         |      | $ | 61,747  |        
|                                     |                                                       |   |                              |         |      |   |         |        

The accompanying notes are an integral part of these consolidated financial statements.

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BancWest Corporation and SubsidiariesCONSOLIDATED STATEMENTS OF
CHANGES IN STOCKHOLDERS EQUITY(Unaudited)

|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   |             |        |   |   |         |   |  |   |           |        |  
|----------------------------------------------------- | --------------------------------------------------------------------------- | - | ------------------------------------- | - | ------ | - | ------- | - | -------- | - | ----------- | - | ------------- | - | -------- | ------ | ----- | - | ----------- | ------ | - | - | ------- | - |  | - | --------- | ------ | -
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   | Accumulated |        |   |   |         |   |  |   |          
|                                                      |                                                                             |   | Class A                               |   |        |   |         |   |          |   |             |   |               |   |          |        | Other |   |             |        |   |   |         |   | 
|                                                      |                                                                             |   | Common                                |   | Common |   |         |   |          |   | Retained    |   | Comprehensive |   | Treasury |        |       |   |            
|                                                      |                                                                             |   | Stock                                 |   | Stock  |   | Surplus |   | Earnings |   | Income, net |   | Stock         |   | Total   
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |         
|                                                      |                                                                             |   | (in thousands, except per share data)
|Balance, December 31, 2001                            |                                                                             | $ | 561                                   |   |        | $ |        |   |          | $ | 1,985,275   |   |               | $ | 8,302    |        |       | $ | 7,782       |        |   | $ |        |   |  | $ | 2,001,920 |       
|Comprehensive income:                                 |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   |             |        |   |   |         |   |  |   |           |       
|                                                      | Net income                                                                  |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          | 65,417 |       |   |             |       |   |   |         |  |  |   |           | 65,417 |  
|                                                      | Unrealized valuation adjustment,
net of tax and reclassification
adjustment |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          |       |       |   |             | (2,704 | ) |   |         |  |  |   |           | (2,704 | )
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   |             |        |   |   |         |   |  |   |           |       
|                                                      | Comprehensive income                                                        |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          | 65,417 |       |   |             | (2,704 | ) |   |         |  |  |   |           | 62,713 |  
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   |             |        |   |   |         |   |  |   |           |       
|Issuance of Class A common stock                      |                                                                             |   | 297                                   |   |        |   |        |   |          |   | 1,599,703   |   |               |   |         |        |       |   |            |        |   |   |        |   |  |   | 1,600,000 |       
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   |             |        |   |   |         |   |  |   |           |       
|Balance,
March 31, 2002                               |                                                                             | $ | 858                                   |   |        | $ |        |   |          | $ | 3,584,978   |   |               | $ | 73,719   |        |       | $ | 5,078       |        |   | $ |        |   |  | $ | 3,664,633 |       
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   |             |        |   |   |         |   |  |   |           |       
|Balance, December 31, 2000                            |                                                                             | $ | 56,075                                |   |        | $ | 71,041  |   |          | $ | 1,125,652   |   |               | $ | 770,350  |        |       | $ | 7,601       |        |   | $ | (41,226 | ) |  | $ | 1,989,493 |       
|Comprehensive income:                                 |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   |             |        |   |   |         |   |  |   |           |       
|                                                      | Net income                                                                  |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          | 61,747 |       |   |             |       |   |   |         |  |  |   |           | 61,747 |  
|                                                      | Unrealized valuation adjustment,
net of tax and reclassification
adjustment |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          |       |       |   |             | 14,707 |   |   |         |  |  |   |           | 14,707 |  
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   |             |        |   |   |         |   |  |   |           |       
|                                                      | Comprehensive income                                                        |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          | 61,747 |       |   |             | 14,707 |   |   |         |  |  |   |           | 76,454 |  
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   |             |        |   |   |         |   |  |   |           |       
|Issuance of common stock                              |                                                                             |   |                                      |   |        |   | 13      |   |          |   | 5           |   |               |   |         |        |       |   |            |        |   |   |        |   |  |   | 18        |       
|Incentive Plan for Key Executives                     |                                                                             |   |                                      |   |        |   |        |   |          |   | 30          |   |               |   |         |        |       |   |            |        |   |   |        |   |  |   | 30        |       
|Issuance of treasury stock under
Stock Incentive Plan |                                                                             |   |                                      |   |        |   |        |   |          |   | 416         |   |               |   |         |        |       |   |            |        |   |   | 2,267   |   |  |   | 2,683     |       
|Cash dividends ($.19 per share)                       |                                                                             |   |                                      |   |        |   |        |   |          |   |            |   |               |   | (23,687  | )      |       |   |            |        |   |   |        |   |  |   | (23,687   | )     
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   |             |        |   |   |         |   |  |   |           |       
|Balance, March 31, 2001                               |                                                                             | $ | 56,075                                |   |        | $ | 71,054  |   |          | $ | 1,126,103   |   |               | $ | 808,410  |        |       | $ | 22,308      |        |   | $ | (38,959 | ) |  | $ | 2,044,991 |       
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |        |       |   |             |        |   |   |         |   |  |   |           |       

The accompanying notes are an integral part of these consolidated financial
statements.

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##### Table of Contents






BancWest Corporation and SubsidiariesCONSOLIDATED STATEMENTS OF CASH FLOWS(Unaudited)

|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |          |         |         |  
|------------------------------------------------------------------------ | ----------------------------------------------------------------------------------------------------- | ----------------------------- | --------------------------------------- | ---------- | ---------------------------- | ------- | -------- | -------- | ------- | ------- | -
|                                                                         |                                                                                                       |                               |                                         |            | Three Months Ended March 31,
|                                                                         |                                                                                                       |                               |                                         |            |                             
|                                                                         |                                                                                                       |                               |                                         |            | 2002                         |         | 2001    
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |         
|                                                                         |                                                                                                       |                               |                                         |            | (in thousands)              
|Cash flows from operating activities:                                    |                                                                                                       |                               |                                         |            |                              |         |          |         
|                                                                         | Net income                                                                                            |                               | $                                       | 65,417     |                              |         | $        | 61,747   |        
|                                                                         | Adjustments to reconcile net income to net cash
provided by operating activities:                     |                               |                                         |            |                              |         |          |          |        
|                                                                         |                                                                                                       |                               | Provision for credit losses             |            |                              | 20,007  |          |          |         | 35,200  |  
|                                                                         |                                                                                                       |                               | Net gain on disposition of assets       |            |                              |        |          |          |         | 18,621  |  
|                                                                         |                                                                                                       |                               | Depreciation and amortization           |            |                              | 11,511  |          |          |         | 61,624  |  
|                                                                         |                                                                                                       |                               | Income taxes                            |            |                              | 4,941   |          |          |         | 6,851   |  
|                                                                         |                                                                                                       |                               | Increase in interest receivable         |            |                              | (75,333 | )        |          |         | (2,035  | )
|                                                                         |                                                                                                       |                               | Increase (decrease) in interest payable |            |                              | 49,285  |          |          |         | (21,399 | )
|                                                                         |                                                                                                       |                               | Increase in prepaid expenses            |            |                              | (27,844 | )        |          |         | (2,035  | )
|                                                                         |                                                                                                       |                               | Securities gains, net                   |            |                              | (228    | )        |          |         | (41,300 | )
|                                                                         |                                                                                                       |                               | Accrued donation                        |            |                              |        |          |          |         | 5,000   |  
|                                                                         |                                                                                                       |                               | Restructuring and integration costs     |            |                              | 6,015   |          |          |         | 3,935   |  
|                                                                         |                                                                                                       |                               | Other                                   |            |                              | 59,767  |          |          |         | 23,442  |  
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|Net cash provided by operating activities                                |                                                                                                       |                               | 113,538                                 |            |                              |         | 149,651  |         
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|Cash flows from investing activities:                                    |                                                                                                       |                               |                                         |            |                              |         |          |         
|                                                                         | Net increase in interest-bearing deposits
in other banks                                              |                               |                                         | (72,995    | )                            |         |          | (359,289 | )      
|                                                                         | Net decrease in Federal funds sold and
securities purchased under agreements to resell                |                               |                                         | 130,662    |                              |         |          | 159,100  |        
|                                                                         | Proceeds from maturity of held-to-maturity
investment securities                                      |                               |                                         |           |                              |         |          | 6,176    |        
|                                                                         | Proceeds from maturity of available-for-sale
investment securities                                    |                               |                                         | 202,887    |                              |         |          | 577,267  |        
|                                                                         | Purchase of available-for-sale investment securities                                                  |                               |                                         | (306,995   | )                            |         |          | (654,284 | )      
|                                                                         | Purchase of bank owned life insurance                                                                 |                               |                                         |           |                              |         |          | (101,082 | )      
|                                                                         | Net increase in loans and leases to customers                                                         |                               |                                         | (213,411   | )                            |         |          | (22,686  | )      
|                                                                         | Net cash provided by (paid for) acquisitions                                                          |                               |                                         | (1,793,000 | )                            |         |          | 632,965  |        
|                                                                         | Purchase of premises and equipment                                                                    |                               |                                         | (4,308     | )                            |         |          | (5,121   | )      
|                                                                         | Other                                                                                                 |                               |                                         | (311       | )                            |         |          | (949     | )      
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|Net cash used in investing activities                                    |                                                                                                       |                               | (2,057,471                              | )          |                              |         | 232,097  |         
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|Cash flows from financing activities:                                    |                                                                                                       |                               |                                         |            |                              |         |          |         
|                                                                         | Net increase (decrease) in deposits                                                                   |                               |                                         | 401,822    |                              |         |          | (644,505 | )      
|                                                                         | Net increase (decrease) in Federal funds purchased and securities
sold under agreements to repurchase |                               |                                         | (212,902   | )                            |         |          | 69,723   |        
|                                                                         | Net increase in other short-term borrowings                                                           |                               |                                         | 937,447    |                              |         |          | 23,743   |        
|                                                                         | (Payments on) proceeds from long-term debt, net                                                       |                               |                                         | (180,830   | )                            |         |          | 148,616  |        
|                                                                         | Cash dividends paid                                                                                   |                               |                                         |           |                              |         |          | (23,687  | )      
|                                                                         | Proceeds from issuance of Class A common stock                                                        |                               |                                         | 1,600,000  |                              |         |          |         |        
|                                                                         | Proceeds from issuance of common stock options                                                        |                               |                                         |           |                              |         |          | 18       |        
|                                                                         | Proceeds from issuance of treasury stock                                                              |                               |                                         |           |                              |         |          | 2,713    |        
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|Net cash provided by (used in) financing activities                      |                                                                                                       |                               | 2,545,537                               |            |                              |         | (423,379 | )       
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|Net increase (decrease) in cash and due from banks                       |                                                                                                       |                               | 601,604                                 |            |                              |         | (41,631  | )       
|Cash and due from banks at beginning of period                           |                                                                                                       |                               | 737,262                                 |            |                              |         | 873,599  |         
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|Cash and due from banks at end of period                                 |                                                                                                       | $                             | 1,338,866                               |            |                              | $       | 831,968  |         
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|Supplemental disclosures:                                                |                                                                                                       |                               |                                         |            |                              |         |          |         
|                                                                         | Interest paid                                                                                         |                               | $                                       | 55,159     |                              |         | $        | 164,341  |        
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|                                                                         | Income taxes paid (refund received)                                                                   |                               | $                                       | 3,503      |                              |         | $        | (20,788  | )      
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|Supplemental schedule of noncash investing
and financing activities:     |                                                                                                       |                               |                                         |            |                              |         |          |         
|                                                                         | Loans converted into other real estate owned and
repossessed personal property                        |                               | $                                       | 4,161      |                              |         | $        | 2,098    |        
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|                                                                         | Loans made to facilitate the sale of other real estate owned                                          |                               | $                                       | 57         |                              |         | $        | 3,563    |        
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|In connection with acquisitions, the following
liabilities were assumed: |                                                                                                       |                               |                                         |            |                              |         |          |         
|                                                                         |                                                                                                       | Fair value of assets acquired |                                         | $          | 10,959,000                   |         |          | $        | 14,682  |        
|                                                                         |                                                                                                       | Cash (paid) received          |                                         |            | (1,793,000                   | )       |          |          | 632,965 |        
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         
|Liabilities assumed                                                      |                                                                                                       | $                             | 9,166,000                               |            |                              | $       | 647,647  |         
|                                                                         |                                                                                                       |                               |                                         |            |                              |         |          |         

The accompanying notes are an integral part of
these consolidated financial statements.

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BancWest Corporation and SubsidiariesNOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

1. Summary of Significant Accounting Policies

The accounting and reporting policies of BancWest Corporation and
Subsidiaries (BancWest, the Company or we/our) conform with generally
accepted accounting principles and practices within the banking industry. The
following is a summary of significant accounting policies:

Consolidation

The consolidated financial statements of the Company include the accounts
of BancWest Corporation (BWE) and its wholly-owned subsidiaries: Bank of the
West and its wholly-owned subsidiaries (Bank of the West); United California
Bank and its wholly-owned subsidiaries (UCB); First Hawaiian Bank and its
wholly-owned subsidiaries (First Hawaiian); FHL Lease Holding Company, Inc.
and its wholly-owned subsidiary; First Hawaiian Capital I; BancWest Capital I;
and FHI International, Inc. All significant intercompany balances and
transactions have been eliminated in consolidation. In the opinion of
management, all adjustments (which included only normal recurring adjustments)
necessary for a fair presentation are reflected in the consolidated financial
statements.

Reclassifications

The 2001 Consolidated Financial Statements were reclassified in certain
respects to conform to the 2002 presentation. Such reclassifications did not
have a material effect on the Consolidated Financial Statements.

2. New Pronouncements

On January 1, 2001, the Company adopted Statement of Financial Accounting
Standards (SFAS) No. 133, Accounting for Derivative Instruments and Hedging
Activities, as amended by SFAS No. 137, Accounting for Derivative Instruments
and Hedging Activities-Deferral of the Effective Date of FASB Statement No.
133 and SFAS No. 138, Accounting for Certain Derivative Instruments and
Certain Hedging Activities-An Amendment of FASB Statement No. 133. At the
time of adoption, we designated certain derivative instruments used for risk
management into hedging relationships in accordance with the requirements of
the new standard. The transition adjustment resulting from the adoption of
SFAS No. 133, as amended by SFAS Nos. 137 and 138, associated with establishing
the fair values of derivatives and hedged items on the Companys Consolidated
Balance Sheet was not material because the Company does not engage in
significant transactions using derivative financial instruments.

In July 2001, the Financial Accounting Standards Board (FASB) issued
SFAS No. 141, Business Combinations. SFAS No. 141, which supersedes
Accounting Principles Board (APB) Opinion No. 16, Business Combinations,
addresses financial accounting and reporting for business combinations. All
business combinations in the scope of SFAS No. 141 are to be accounted for
using the purchase method of accounting. Also included in the provisions of
SFAS No. 141 are new criteria for identifying and recognizing intangible assets
apart from goodwill and additional disclosure requirements concerning the
primary reasons for a business combination and the allocation of the purchase
price for the assets acquired and liabilities assumed. The provisions of SFAS
No. 141 apply to all business combinations initiated after June 30, 2001, as
well as to all business combinations accounted for using the purchase method of
accounting for which the date of acquisition is July 1, 2001 or later. The
Company adopted the provisions of SFAS No. 141 concurrent with the acquisition
of BancWest by BNP Paribas (BNP Paribas Merger). See further discussion in
Note 3.

In July 2001, the FASB also issued SFAS No. 142, Goodwill and Other
Intangible Assets. SFAS No. 142, which supersedes APB Opinion No. 17,
Intangible Assets, addresses the accounting and reporting for goodwill and
other intangible assets acquired individually or with a group of other assets
(but not those acquired in a business combination) at and subsequent to
acquisition. Under the provisions of SFAS No. 142, goodwill and certain other
intangible assets which do not possess finite lives will no longer be amortized
into net income over an estimated life but rather will be tested at least
annually for impairment based on specific guidance provided in the new
standard. Intangible assets determined to have finite lives will continue to be
amortized over their estimated useful lives and also continue to be subject to
impairment testing. Application of the non-amortization provisions of this
statement was effective with the BNP Paribas Merger. The remaining provisions of SFAS No. 142 were adopted by the
Company effective January 1, 2002. Goodwill and other indefinite lived
intangible assets were subjected to a transitional impairment test during the
quarter ended March 31, 2002. As of March 31, 2002, we had no impairment on our
goodwill. Had we amortized the goodwill arising from the BNP Paribas Merger,
pre-tax amortization of goodwill of approximately $25.8 million (assuming an
amortization period of 20 years) would have been recorded on the Companys
consolidated financial statements in the first three months of 2002. In
addition, the pre-tax amortization of goodwill related to the acquisition of
UCB from March 15, 2002 amounting to $2.7 million was not recorded.

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BancWest Corporation and SubsidiariesNOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

The following table reflects consolidated net income adjusted as though
the adoption of SFAS Nos. 141 and 142 occurred as of the beginning of the three
month period ended March 31, 2001:

|               |                       |      |                              |        |  |  |   |        | 
|-------------- | --------------------- | ---- | ---------------------------- | ------ |  |  | - | ------ | 
|               |                       |      | Three months ended March 31,
|               |                       |      |                             
|(in thousands) |                       | 2002 |                              | 2001  
|               |                       |      |                              |       
|Net Income:    |                       |      |                              |        |  |  |   |       
|               | As reported           |      | $                            | 65,417 |  |  | $ | 61,747 | 
|               | Goodwill amortization |      |                              |       |  |  |   | 7,329  | 
|               |                       |      |                              |        |  |  |   |       
|               | As adjusted           |      | $                            | 65,417 |  |  | $ | 69,076 | 
|               |                       |      |                              |        |  |  |   |       

The estimated annual amortization expense for definite life intangible
assets, primarily core deposit intangibles arising from the BNP Paribas Merger
and the acquisition of UCB, is $27.3 million (pre-tax) for each of the years
from 2003 to 2007.

Goodwill increased in the three-month period ended March 31, 2002 due to
the acquisition of United California Bank on March 15, 2002. The additional
$1.3 billion of goodwill is reported in the Bank of the West operating segment.

In October 2001, the FASB issued SFAS No. 144, Accounting for the
Impairment or Disposal of Long-Lived Assets. SFAS No. 144 supersedes SFAS No.
121, Accounting for the Impairment of Long-Lived Assets and for Long-Lived
Assets to Be Disposed Of. However, SFAS No. 144 retains the fundamental
provisions of SFAS No. 121 for the recognition and measurement of the
impairment of long-lived assets to be held and used and the measurement of
long-lived assets to be disposed of by sale. The scope of SFAS No. 144 excludes
goodwill and other non-amortizable intangible assets to be held and used as
well as goodwill associated with a reporting unit to be disposed of. The
provisions of SFAS No. 144 are effective for fiscal years beginning after
December 15, 2001. The adoption of SFAS No. 144 did not have a material effect
on the Companys Consolidated Financial Statements.

3. Mergers and Acquisitions

United California Bank Acquisition

On March 15, 2002, BancWest, a wholly-owned subsidiary of BNP Paribas,
completed its acquisition of all of the outstanding stock of UCB from UFJ Bank
Ltd. of Japan. On March 15, 2002, UCB had total assets of $10.1 billion, net
loans of $8.5 billion, total deposits of $8.3 billion and a total of 115
branches. The preceding amounts do not include final purchase price accounting
adjustments. The purchase price of approximately $2.4 billion was paid in cash
and accounted for as a purchase. BNP Paribas funded BancWests acquisition of
UCB by providing $1.6 billion of additional capital to BancWest and by lending
it $800 million. UCB was merged with and into Bank of the West on April 1,
2002. UCB has a strong presence in Southern California, which complements Bank
of the Wests existing network in Northern California, the Pacific Northwest,
New Mexico and Nevada. We expect to achieve cost savings for the combined
company of approximately $75 million per year beginning in 2003. These cost
savings are primarily in compensation and occupancy related expenses. Branches
of UCB are expected to be fully integrated into the Bank of the West branch
network system in the third quarter of 2002. Results of operations of UCB are
included in our Consolidated Financial Statements beginning on March 15, 2002.

In connection with the UCB acquisition, we recorded the following
restructuring and integration reserves: $40.5 million for
severance, $34.2 million for
losses on subleases, $8.5 million for contract cancellations, $1.5 million for
relocation and other. These reserves were established as a result of the $6.0
million pre-tax charge we recorded in the first three months of 2002 and also
through purchase accounting adjustments. In the first three months of 2002,
$1.1 million for severance was paid.

The following unaudited pro forma financial information for the three
months ended March 31, 2002 and 2001 assumes that the UCB acquisition occurred
as of January 1, 2001, after giving effect to certain adjustments. The pro
forma results have been prepared for comparative purposes only and are not
necessarily indicative of the results of operations which may occur in the
future or that would have occurred had the UCB acquisition been consummated on
the date indicated.

|                    |  |                              |         |      |  |   |         | 
|------------------- |  | ---------------------------- | ------- | ---- |  | - | ------- | 
|                    |  | Pro Forma Financial         
|                    |  | Information for the         
|                    |  | three months ended March 31,
|                    |  |                             
|(Unaudited)         |  | 2002                         |         | 2001
|                    |  |                              |         |     
|                    |  | (in thousands)              
|Net Interest Income |  | $                            | 320,761 |      |  | $ | 312,421 | 
|Noninterest Income  |  |                              | 82,550  |      |  |   | 134,459 | 
|Noninterest Expense |  |                              | 226,809 |      |  |   | 227,648 | 
|Net Income          |  |                              | 86,427  |      |  |   | 112,108 | 

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BNP Paribas Merger

On December 20, 2001, Chauchat L.L.C., a Delaware limited liability
company (Merger Sub), merged with and into BancWest pursuant to an Agreement
and Plan of Merger, dated as of May 8, 2001, as amended and restated as of July
19, 2001, by and among BancWest, BNP Paribas, and Merger Sub (the Merger
Agreement). The Merger Sub was a wholly-owned subsidiary of BNP Paribas. At
the effective time of the BNP Paribas Merger, all outstanding shares of common
stock, par value $1 per share (Company Common Stock), of BancWest were
cancelled and converted solely into the right to receive $35 per share in cash.
Pursuant to the Merger Agreement, each share of Class A common stock, par
value $1 per share, owned by BNP Paribas and French American Banking
Corporation, a wholly-owned subsidiary of BNP Paribas, remained outstanding as
one share of Class A Common Stock and all of the units of the Merger Sub were
cancelled without any consideration becoming payable therefor. Concurrent with
the BNP Paribas Merger, the par value of the Class A common stock was changed
to $.01. As a result of the BNP Paribas Merger, BancWest became a wholly-owned
subsidiary of BNP Paribas.

The BNP Paribas Merger significantly affected our financial statements.
Push-down accounting was required for this business combination. Essentially,
this resulted in three major changes to our balance sheet:



| |  | Purchase price adjustments and new intangibles: As part of purchase
accounting, our assets and liabilities were adjusted to fair value. Among
the items adjusted were identifiable intangible assets related to our
deposits, loans and leases, property and equipment, pension assets and
liabilities and other items.
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | New debt: As part of the BNP Paribas Merger, we assumed $1.55 billion in
new debt from the Merger Sub. This debt is between BancWest and another
subsidiary of BNP Paribas.                                                                                                                                            
| 
| |  | New equity basis: Due to the use of push-down accounting in the BNP
Paribas Merger, the equity balances at December 31, 2001 reflect BNP
Paribas basis in the Company.                                                                                                                                              

4. Impaired Loans

The following table summarizes impaired loan information as of and for the
three months ended March 31, 2002 and 2001 and as of and for the year ended
December 31, 2001:

|                                                                                         |  |                |         |                   |  |                |         |  |  |   |         | 
|---------------------------------------------------------------------------------------- |  | -------------- | ------- | ----------------- |  | -------------- | ------- |  |  | - | ------- | 
|                                                                                         |  | March 31, 2002 |         | December 31, 2001 |  | March 31, 2001
|                                                                                         |  |                |         |                   |  |               
|                                                                                         |  | (in thousands)
|Impaired loans with related allowance for credit
losses calculated under SFAS No. 114    |  | $              | 143,091 |                   |  | $              | 89,273  |  |  | $ | 110,933 | 
|Impaired loans with no related allowance for credit
losses calculated under SFAS No. 114 |  |                | 7,925   |                   |  |                | 8,253   |  |  |   | 35,601  | 
|                                                                                         |  |                |         |                   |  |                |         |  |  |   |         | 
|Impaired loans                                                                           |  | $              | 151,016 |                   |  | $              | 97,526  |  |  | $ | 146,534 | 
|                                                                                         |  |                |         |                   |  |                |         |  |  |   |         | 
|Total allowance for credit losses on impaired loans                                      |  | $              | 35,914  |                   |  | $              | 24,745  |  |  | $ | 17,881  | 
|Average impaired loans                                                                   |  |                | 104,965 |                   |  |                | 118,497 |  |  |   | 129,706 | 
|Interest income recognized on impaired loans                                             |  |                | 624     |                   |  |                | 2,462   |  |  |   | 634     | 

We consider loans to be impaired when it is probable that we will be
unable to collect all amounts due according to the contractual terms of the
loan agreement, including scheduled interest payments. For a loan that has
been restructured, the contractual terms of the loan agreement refer to the
terms of the original loan agreement. Not all impaired loans are necessarily
placed on nonaccrual status; for example, restructured loans performing under
restructured terms beyond a specific period may be classified as accruing, but
may still be deemed impaired. Impaired loans without a related allowance for
credit losses are generally collateralized by assets with fair values in excess
of the recorded investment in the loans. We generally apply interest payments
on impaired loans to reduce the outstanding principal amount of such loans.

5. Operating Segments

As of March 31, 2002, we had two reportable operating segments: Bank of
the West and First Hawaiian. The Bank of the West segment includes United
California Bank from March 15, 2002 and operates primarily on the mainland
United States. The First Hawaiian segment operates primarily in the State of
Hawaii.

The financial results of our operating segments are presented on an
accrual basis. There are no significant differences between the accounting
policies of the segments as compared to the Companys consolidated financial
statements. We evaluate the performance of these segments and allocate
resources to them based on net interest income and net income. There are no
material intersegment revenues.

The tables below present information about our operating segments as of or
for the three months ended March 31, 2002 and 2001, respectively:

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|                    |  |                              |        |          |  |       |       |       |  |             |       |              |  |   |        |   |  |   |        | 
|------------------- |  | ---------------------------- | ------ | -------- |  | ----- | ----- | ----- |  | ----------- | ----- | ------------ |  | - | ------ | - |  | - | ------ | 
|                    |  | Three Months Ended March 31,
|                    |  |                             
|                    |  | Bank of                      |        | First    |  |       |       |       |  | Reconciling |       | Consolidated
|                    |  | the West                     |        | Hawaiian |  | Other |       | Items |  | Totals     
|                    |  |                              |        |          |  |       |       |       |  |            
|                    |  | (in millions)               
|2002                |  |                              |        |          |  |       |       |       |  |             |       |              |  |   |        |   |  |   |        | 
|Net interest income |  | $                            | 169    |          |  | $     | 83    |       |  | $           | (28   | )            |  | $ |       |   |  | $ | 224    | 
|Net income          |  |                              | 51     |          |  |       | 31    |       |  |             | (17   | )            |  |   |       |   |  |   | 65     | 
|Segment assets      |  |                              | 25,123 |          |  |       | 8,590 |       |  |             | 7,179 |              |  |   | (7,568 | ) |  |   | 33,324 | 
|Goodwill            |  |                              | 2,214  |          |  |       | 994   |       |  |             | 172   |              |  |   |       |   |  |   | 3,380  | 
|2001                |  |                              |        |          |  |       |       |       |  |             |       |              |  |   |        |   |  |   |        | 
|Net interest income |  | $                            | 112    |          |  | $     | 81    |       |  | $           | (4    | )            |  | $ |       |   |  | $ | 189    | 
|Net income          |  |                              | 34     |          |  |       | 31    |       |  |             | (3    | )            |  |   |       |   |  |   | 62     | 
|Segment assets      |  |                              | 11,982 |          |  |       | 7,517 |       |  |             | 3,339 |              |  |   | (3,419 | ) |  |   | 19,419 | 
|Goodwill            |  |                              | 609    |          |  |       | 70    |       |  |             |      |              |  |   |       |   |  |   | 679    | 

10



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##### Table of Contents






Item 2. Managements Discussion and Analysis of Financial Condition and Results
of Operations

FORWARD-LOOKING STATEMENTS

Certain matters contained in this filing are forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995. Our
forward-looking statements (such as those concerning our plans, expectations,
estimates, strategies, projections and goals) involve risks and uncertainties
that could cause actual results to differ materially from those discussed in
the statements. Readers should carefully consider those risks and uncertainties
in reading this report. Factors that could cause or contribute to such
differences include, but are not limited to: (1) global, national and local
economic and market conditions, specifically with respect to changes in the
United States economy; (2) the level and volatility of interest rates and
currency values; (3) government fiscal and monetary policies; (4) credit risks
inherent in the lending process; (5) loan and deposit demand in the geographic
regions where we conduct business; (6) the impact of intense competition in the
rapidly evolving banking and financial services business; (7) extensive federal
and state regulation of our business, including the effect of current and
pending legislation and regulations; (8) whether expected revenue enhancements
and cost savings are realized within expected time frames; (9) risk and
uncertainties regarding the purchase of UCB, including: a) the possibility of
customer or employee attrition following the UCB transaction; b) lower than
expected revenues following the transaction; and c) problems or delays in
bringing together UCB with BancWest/Bank of the West; (10) matters relating to
the integration of our business with that of past and future merger partners,
including the impact of combining these businesses on revenues, expenses,
deposit attrition, customer retention and financial performance; (11) our
reliance on third parties to provide certain critical services, including data
processing; (12) the proposal or adoption of changes in accounting standards by
the Financial Accounting Standards Board (FASB), the Securities and Exchange
Commission (SEC) or other standard setting bodies; (13) technological
changes; (14) other risks and uncertainties discussed in this document or
detailed from time to time in other SEC filings that we make; and (15)
managements ability to manage risks that result from these and other factors.
Our forward-looking statements are based on managements current views about
future events. Those statements speak only as of the date on which they are
made. We do not intend to update forward-looking statements, and, except as
required by law, we disclaim any obligation or undertaking to update or revise
any such statements to reflect any change in our expectations or any change in
events, conditions, circumstances or assumptions on which forward-looking
statements are based.

GAAP, OPERATING AND CASH EARNINGS

We analyze our performance on a net income basis determined in accordance with
generally accepted accounting principles (GAAP), as well as on an operating
basis before merger-related, integration and other nonrecurring costs and/or
the effects of the amortization of intangible assets. We refer to the results
as operating and cash earnings, respectively. Operating earnings, cash
earnings and operating cash earnings (the combination of the effect of
adjustments for both cash and operating results), as well as information
calculated from them and related discussions, are presented as supplementary
information in this analysis to enhance the readers understanding of, and
highlight trends in, our core financial results excluding the effects of
discrete business acquisitions and other transactions. We include these
additional disclosures because this information is both relevant and useful in
understanding the performance of the Company as management views it. Operating
earnings and cash earnings should not be viewed as a substitute for net income
and earnings per share, among other gauges of performance, as determined in
accordance with GAAP. Merger-related and integration costs, amortization of intangible assets and other items excluded from net
income to derive operating and cash earnings may be significant and may not be
comparable to those of other companies.

11



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##### Table of Contents



BancWest Corporation and Subsidiaries
CONSOLIDATED FINANCIAL HIGHLIGHTS(Unaudited)

|                                                                            |  |                              |  |  |  |      |        |   |  |   |  |      |  |  |        |  
|--------------------------------------------------------------------------- |  | ---------------------------- |  |  |  | ---- | ------ | - |  | - |  | ---- |  |  | ------ | -
|                                                                            |  | Three Months Ended March 31,
|                                                                            |  |                             
|(dollars in thousands)                                                      |  |                              |  |  |  | 2002 |        |   |  |   |  | 2001
|                                                                            |  |                              |  |  |  |      |        |   |  |   |  |     
|Earnings and Dividends:                                                     |  |                              |  |  |  |      |        |   |  |   |  |      |  |  |        |  
|Net income                                                                  |  | $                            |  |  |  |      | 65,417 |   |  | $ |  |      |  |  | 61,747 |  
|Selected Financial Ratios:                                                  |  |                              |  |  |  |      |        |   |  |   |  |      |  |  |        |  
|Return on average total assets (ROA)                                        |  |                              |  |  |  |      | 1.12   | % |  |   |  |      |  |  | 1.33   | %
|Return on average stockholders equity (ROE)                                |  |                              |  |  |  |      | 11.51  |   |  |   |  |      |  |  | 12.26  |  
|Net interest margin (taxable-equivalent basis)                              |  |                              |  |  |  |      | 4.57   |   |  |   |  |      |  |  | 4.58   |  
|Allowance for credit losses to total loans
and leases (at March 31)         |  |                              |  |  |  |      | 1.59   |   |  |   |  |      |  |  | 1.31   |  
|Nonperforming assets to total assets (at March 31)                          |  |                              |  |  |  |      | .77    |   |  |   |  |      |  |  | .66    |  
|Allowance for credit losses to nonperforming
loans and leases (at March 31) |  |                              |  |  |  |      | 1.65x  |   |  |   |  |      |  |  | 1.72x  |  
|                                                                            |  |                              |  |  |  |      |        |   |  |   |  |      |  |  |        |  
|Non-GAAP Information(1)                                                     |  |                              |  |  |  |      |        |   |  |   |  |      |  |  |        |  
|Operating earnings(2)                                                       |  | $                            |  |  |  |      | 69,015 |   |  | $ |  |      |  |  | 64,089 |  
|Cash earnings(3)                                                            |  |                              |  |  |  |      | 67,061 |   |  |   |  |      |  |  | 70,303 |  
|Operating cash earnings(2), (3)                                             |  |                              |  |  |  |      | 70,659 |   |  |   |  |      |  |  | 72,645 |  
|Selected Financial Ratios:                                                  |  |                              |  |  |  |      |        |   |  |   |  |      |  |  |        |  
|Operating return on average total assets (ROA)(2)                           |  |                              |  |  |  |      | 1.18   | % |  |   |  |      |  |  | 1.38   | %
|Return on average tangible assets(4)                                        |  |                              |  |  |  |      | 1.34   |   |  |   |  |      |  |  | 1.62   |  
|Operating return on average stockholders equity (ROE)(2)                   |  |                              |  |  |  |      | 12.14  |   |  |   |  |      |  |  | 12.73  |  



---

|(1) |  | Information presented was not calculated under generally accepted
accounting principles (GAAP). Information is disclosed to
improve readers understanding of how management views the results
of our operation.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Excluding after-tax
restructuring and integration costs of $3,598,000 and $2,342,000
in the first quarter of 2002 and 2001, respectively.                                                                         
|   
|(3) |  | Excluding amortization of goodwill and core deposit intangible.                                                                                                                                                   
|   
|(4) |  | Defined as operating cash earnings as a percentage of average
total assets minus average goodwill and core deposit intangible.                                                                                    

12



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##### Table of Contents



NET INCOME

The following table compares net income, operating earnings, cash earnings and
operating cash earnings for the three months ended March 31, 2002 to the same
period in 2001:

|                             |  |                                    |  |                |        |         |  |          |        |  |  |  |      |  
|---------------------------- |  | ---------------------------------- |  | -------------- | ------ | ------- |  | -------- | ------ |  |  |  | ---- | -
|                             |  |                                    |  | 2002           |        | 2001(1) |  | % Change
|                             |  |                                    |  |                |        |         |  |         
|                             |  |                                    |  | (in thousands) |        |         |  |         
|Three months ended March 31, |  |                                    |  |                |        |         |  |          |        |  |  | 
|                             |  | Net income                         |  | $              | 65,417 |         |  | $        | 61,747 |  |  |  | 5.9  | %
|                             |  |                                    |  |                |        |         |  |          |        |  |  |  |      |  
|Non-GAAP income:             |  |                                    |  |                |        |         |  |          |        |  |  | 
|                             |  | Operating earnings (2), (3)        |  | $              | 69,015 |         |  | $        | 64,089 |  |  |  | 7.7  | %
|                             |  | Cash earnings(4)                   |  |                | 67,061 |         |  |          | 70,303 |  |  |  | (4.6 | )
|                             |  | Operating cash earnings(2),(3),(4) |  |                | 70,659 |         |  |          | 72,645 |  |  |  | (2.7 | )



---

|(1) |  | Includes $7.6 million after-tax net effect of the Concord Security Gain, additional
provision for credit losses and other nonrecurring items. Excluding the after-tax net
effect of the gain, additional provision and other nonrecurring items, net income and
cash earnings for the three months ended March 31, 2001 were $54.2 million and $62.7
million, respectively. Operating earnings and operating cash earnings, excluding the
net after-tax effect of the aforementioned items, were $56.5 million and $65.1 million,
respectively.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|   
|(2) |  | Excluding after-tax integration costs of $2.3 million related to Nevada
and New Mexico branch acquisitions in the first quarter of 2001.                                                                                                                                                                                                                                                                                                                                                                                                       
|   
|(3) |  | Excluding after-tax restructuring, and integration costs of $3.6 million related to
United California Bank acquisition in March 2002.                                                                                                                                                                                                                                                                                                                                                                                                          
|   
|(4) |  | Excluding after-tax amortization of goodwill and core deposit intangibles.                                                                                                                                                                                                                                                                                                                                                                                                                                                                     

Net income and operating earnings increased for the three months ended March
31, 2002 compared to the same period in 2001, primarily due to higher net
interest income, resulting from higher average earning assets and a lower rate
paid on funding sources. Also contributing to the increase in our net income
and operating earnings in the first quarter of 2002 over the same period in
2001 was increased contribution from our Bank of the West operating segment,
including the operations of UCB from March 15, 2002. The increase over the
same three-month period of 2001 would have been greater if not for the $7.6
million net after-tax effect in the first three months of 2001 of the sale of
the Companys approximate 5% interest in Star Systems, Inc. (Concord Security
Gain), additional provisions for credit losses, donation to a private
charitable foundation and other non-recurring items. The cessation of the
amortization of goodwill in 2002 due to changes to GAAP (see Note 2 to our
Consolidated Financial Statements on pages 7 and 8) also contributed to the
increase in net income and operating earnings.

On a cash basis, excluding after-tax amortization of intangible assets, cash
earnings and cash operating earnings in the first three months of 2002
decreased compared to the same period in 2001, primarily due to the $7.6
million increase in net income due to the net after-tax effect of the Concord Security Gain, additional
provisions for credit losses, donation to a private charitable foundation and
other non-recurring items in the first three months of 2001.

13



---



##### Table of Contents



NET INCOME, Continued

The table below shows the return on average total assets, the return on average
tangible assets and the return on average stockholders equity for the first
three months of 2002 compared to the same period in 2001. The return on
average tangible assets is defined as operating cash earnings as a percentage
of average total tangible assets.

|                                                    |  |      |       |      |  |          |       |   |  |  |       |   
|--------------------------------------------------- |  | ---- | ----- | ---- |  | -------- | ----- | - |  |  | ----- | --
|                                                    |  | 2002 |       | 2001 |  | % Change
|                                                    |  |      |       |      |  |         
|Return on average total assets                      |  |      | 1.12  | %    |  |          | 1.33  | % |  |  | (15.8 | )%
|Return on average stockholders equity              |  |      | 11.51 |      |  |          | 12.26 |   |  |  | (6.1  | ) 
|Non-GAAP returns:                                   |  |      |       |      |  |          |       |   |  |  |       |   
|Operating return on average total assets(1)         |  |      | 1.18  |      |  |          | 1.38  |   |  |  | (14.5 | ) 
|Return on average tangible assets(1)                |  |      | 1.34  |      |  |          | 1.62  |   |  |  | (17.3 | ) 
|Operating return on average stockholders equity(1) |  |      | 12.14 |      |  |          | 12.73 |   |  |  | (4.6  | ) 



---

|(1) |  | Ratios are computed excluding after-tax restructuring, integration and other nonrecurring costs
related to the United California Bank acquisition in March 2002 and the Nevada and New Mexico
branch acquisitions in the first quarter of 2001, respectively.
|--- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

NET INTEREST INCOME

The following table compares net interest income on a taxable-equivalent basis
for the three months ended March 31, 2002 to the same period in 2001:

|                             |                     |  |                |         |      |  |          |         |  |  |  |      |  
|---------------------------- | ------------------- |  | -------------- | ------- | ---- |  | -------- | ------- |  |  |  | ---- | -
|                             |                     |  | 2002           |         | 2001 |  | % Change
|                             |                     |  |                |         |      |  |         
|                             |                     |  | (in thousands) |         |      |  |         
|Three months ended March 31, |                     |  |                |         |      |  |          |         |  |  |  |     
|                             | Net interest income |  | $              | 224,557 |      |  | $        | 189,448 |  |  |  | 18.5 | %

The increase in net interest income for the three months ended March 31, 2002
over the same period in 2001 was primarily due to an increase in average
earning assets of 18.7%, or $3.1 billion, and a 147-basis-point decrease (1%
equals 100 basis points) in the rate paid on funding sources, partially offset
by a 148-basis-point decline in the yield on average earning assets. In
addition, the lower cost of funds resulted from higher average noninterest-bearing
deposits, which increased by $840.8 million, or 28.2%, in the first quarter of
2002 over the same period in 2001.

14



---



##### Table of Contents



NET INTEREST INCOME, Continued

The following table compares the net interest margin for the three months ended
March 31, 2002 to the same period in 2001:

|                             |                                 |  |      |      |      |  |                |      |   |  |        |      |  
|---------------------------- | ------------------------------- |  | ---- | ---- | ---- |  | -------------- | ---- | - |  | ------ | ---- | -
|                             |                                 |  |      |      |      |  |                |      |   |  | Change
|                             |                                 |  | 2002 |      | 2001 |  | (Basis Points)
|                             |                                 |  |      |      |      |  |               
|Three months ended March 31, |                                 |  |      |      |      |  |                |      |   |  |        |     
|                             | Yield on average earning assets |  |      | 6.71 | %    |  |                | 8.19 | % |  |        | (148 | )
|                             | Rate paid on funding sources    |  |      | 2.14 |      |  |                | 3.61 |   |  |        | (147 | )
|                             |                                 |  |      |      |      |  |                |      |   |  |        |      |  
|                             | Net interest margin             |  |      | 4.57 |      |  |                | 4.58 |   |  |        | (1   | )

In the three-month period ended March 31, 2002, as compared to the same period
in 2001, the net interest margin decreased by 1 basis point due to a decline in
the rate paid on funding sources of 147 basis points and a decrease in the
yield on average earning assets of 148 basis points. The effects of the
continuing reduction of key interest rates by the Federal Reserve are primarily
responsible for the declines in yields and rates.

For further discussions of the impact that the changing interest environment
has had on the rate paid on deposits, see page 20.

Our cost of funds was lowered by an increase in average noninterest-bearing
deposits in the three months ended March 31, 2002 as compared to the same
period in 2001. The percentage of average noninterest-bearing deposits to
total average deposits increased to 22.6% for the three months ended March 31,
2002, compared to 20.9% for the same period in 2001.

The following table compares average earning assets, average loans and leases
and average interest-bearing deposits and liabilities for the three months
ended March 31, 2002 to the same period in 2001:

|                             |                                                   |  |                |            |      |  |          |            |  |  |  |      |  
|---------------------------- | ------------------------------------------------- |  | -------------- | ---------- | ---- |  | -------- | ---------- |  |  |  | ---- | -
|                             |                                                   |  | 2002           |            | 2001 |  | % Change
|                             |                                                   |  |                |            |      |  |         
|                             |                                                   |  | (in thousands)
|Three months ended March 31, |                                                   |  |                |            |      |  |          |            |  |  |  |     
|                             | Average earning assets                            |  | $              | 19,915,795 |      |  | $        | 16,774,604 |  |  |  | 18.7 | %
|                             | Average loans and leases                          |  |                | 16,861,211 |      |  |          | 14,145,518 |  |  |  | 19.2 |  
|                             | Average interest-bearing
deposits and liabilities |  |                | 16,822,980 |      |  |          | 13,031,723 |  |  |  | 29.1 |  

The increase in average earning assets was primarily due to increases in
average loans and leases. The increase in average loans and leases was
primarily due to the growth of our Bank of the West operating segments loan
and lease portfolio, including the UCB acquisition in the first quarter of
2002. Also contributing to the increase in average loans and leases were the
branch acquisitions in Guam and Saipan in the fourth quarter of 2001.

The increase in average interest-bearing deposits and liabilities was primarily
due to an increase in interest-bearing deposits and long-term debt. Expansion
of our customer deposit base, primarily from our Bank of the West operating
segment and the UCB acquisition, contributed to the increase.

15



---



##### Table of Contents



The following table sets forth consolidated average balance sheets, an analysis of
interest income/expense and average yield rate for each major category of interest-earning assets and
interest-bearing liabilities for the periods indicated on a taxable equivalent basis. The tax equivalent
adjustment is made for items exempt from Federal income taxes (assuming a 35% tax rate for 2002 and 2001) to make them
comparable with taxable items before any income taxes are applied.

|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |      |      |      |  
|------------------------------------------ | ---------------------------------------------------------------------- | -------------------- | ------------------------------------------------------ | ---------- | ---------------------------- | ---------- | ------- | ------- | -------- | ------- | ------- | ---- | ---------------------- | ---- | ------- | ---------- | ------- | ---------- | -------- | ------- | ----- | ------- |  | ---- | ---- | ---- | -
|                                           |                                                                        |                      |                                                        |            | Three Months Ended March 31,
|                                           |                                                                        |                      |                                                        |            |                             
|                                           |                                                                        |                      |                                                        |            | 2002                         |            | 2001   
|                                           |                                                                        |                      |                                                        |            |                              |            |        
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         | Interest |         |         |      |                        |      |         |            |         |            | Interest |         |       |         | 
|                                           |                                                                        |                      |                                                        |            | Average                      |            | Income/ |         | Yield/   |         | Average |      | Income/                |      | Yield/ 
|                                           |                                                                        |                      |                                                        |            | Balance                      |            | Expense |         | Rate(1)  |         | Balance |      | Expense                |      | Rate(1)
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |        
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      | (dollars in thousands) |      |         |            |         |            |          |         |      
|ASSETS                                     |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|Earning assets:                            |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           | Interest-bearing deposits
in other banks                               |                      | $                                                      | 152,079    |                              |            | $       | 742     |          |         |         | 1.98 | %                      |      | $       | 250,727    |         |            | $        | 3,610   |       |         |  | 5.84 | %   
|                                           | Federal funds sold and
securities purchased
under agreements to
resell |                      |                                                        | 205,067    |                              |            |         | 866     |          |         |         | 1.71 |                        |      |         | 278,488    |         |            |          | 3,893   |       |         |  | 5.67 |     
|                                           | Investment securities(2)                                               |                      |                                                        | 2,697,438  |                              |            |         | 34,787  |          |         |         | 5.23 |                        |      |         | 2,099,871  |         |            |          | 33,385  |       |         |  | 6.45 |     
|                                           | Loans and leases(3),(4)                                                |                      |                                                        | 16,861,211 |                              |            |         | 292,966 |          |         |         | 7.05 |                        |      |         | 14,145,518 |         |            |          | 298,038 |       |         |  | 8.54 |     
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           |                                                                        |                      | Total earning assets                                   |            |                              | 19,915,795 |         |         |          | 329,361 |         |      |                        | 6.71 |         |            |         | 16,774,604 |          |         |       | 338,926 |  |      |      | 8.19 |  
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           | Nonearning assets                                                      |                      |                                                        | 3,877,041  |                              |            |         |         |          |         |         |      |                        |      |         | 2,098,985  |         |            |          |         |       |         |  |      |     
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           |                                                                        |                      | Total assets                                           |            | $                            | 23,792,836 |         |         |          |         |         |      |                        |      |         |            | $       | 18,873,589 |          |         |       |         |  |      |      |      |  
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         | 
|LIABILITIES AND STOCKHOLDERS EQUITY       |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|Interest-bearing deposits
and liabilities: |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           | Deposits:                                                              |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |      |     
|                                           |                                                                        | Domestic:            |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |      |      |     
|                                           |                                                                        |                      | Interest-bearing demand                                |            | $                            | 336,207    |         |         | $        | 219     |         |      |                        | 0.26 | %       |            | $       | 313,906    |          |         | $     | 644     |  |      |      | 0.83 | %
|                                           |                                                                        |                      | Savings                                                |            |                              | 5,742,800  |         |         |          | 16,231  |         |      |                        | 1.15 |         |            |         | 4,328,651  |          |         |       | 25,230  |  |      |      | 2.36 |  
|                                           |                                                                        |                      | Time                                                   |            |                              | 6,664,839  |         |         |          | 45,250  |         |      |                        | 2.75 |         |            |         | 6,428,909  |          |         |       | 92,469  |  |      |      | 5.83 |  
|                                           |                                                                        | Foreign              |                                                        |            | 370,124                      |            |         |         | 1,929    |         |         |      | 2.11                   |      |         |            | 203,398 |            |          |         | 2,078 |         |  |      | 4.14 |     
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           |                                                                        |                      | Total interest-bearing
deposits                        |            |                              | 13,113,970 |         |         |          | 63,629  |         |      |                        | 1.97 |         |            |         | 11,274,864 |          |         |       | 120,421 |  |      |      | 4.33 |  
|                                           | Short-term borrowings                                                  |                      |                                                        | 1,330,766  |                              |            |         | 5,793   |          |         |         | 1.77 |                        |      |         | 743,738    |         |            |          | 10,218  |       |         |  | 5.57 |     
|                                           | Long-term debt and
capital securities                                  |                      |                                                        | 2,378,244  |                              |            |         | 35,382  |          |         |         | 6.03 |                        |      |         | 1,013,121  |         |            |          | 18,839  |       |         |  | 7.54 |     
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           |                                                                        |                      | Total interest-bearing
deposits and
liabilities        |            |                              | 16,822,980 |         |         |          | 104,804 |         |      |                        | 2.53 |         |            |         | 13,031,723 |          |         |       | 149,478 |  |      |      | 4.65 |  
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           |                                                                        | Interest rate spread |                                                        |            |                              |            |         |         |          |         |         |      | 4.18                   | %    |         |            |         |            |          |         |       |         |  |      | 3.54 | %   
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           | Noninterest-bearing
deposits                                           |                      |                                                        | 3,818,881  |                              |            |         |         |          |         |         |      |                        |      |         | 2,978,114  |         |            |          |         |       |         |  |      |     
|                                           | Other liabilities                                                      |                      |                                                        | 845,278    |                              |            |         |         |          |         |         |      |                        |      |         | 821,133    |         |            |          |         |       |         |  |      |     
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           |                                                                        |                      | Total liabilities                                      |            |                              | 21,487,139 |         |         |          |         |         |      |                        |      |         |            |         | 16,831,170 |          |         |       |         |  |      |      |      |  
|                                           | Stockholders equity                                                   |                      |                                                        | 2,305,697  |                              |            |         |         |          |         |         |      |                        |      |         | 2,042,419  |         |            |          |         |       |         |  |      |     
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           |                                                                        |                      | Total liabilities and
stockholders equity             |            | $                            | 23,792,836 |         |         |          |         |         |      |                        |      |         |            | $       | 18,873,589 |          |         |       |         |  |      |      |      |  
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           |                                                                        |                      | Net interest income
and margin on total
earning assets |            |                              |            |         |         |          | 224,557 |         |      |                        | 4.57 | %       |            |         |            |          |         |       | 189,448 |  |      |      | 4.58 | %
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           | Tax equivalent adjustment                                              |                      |                                                        |            |                              |            |         | 77      |          |         |         |      |                        |      |         |            |         |            |          | 75      |       |         |  |      |     
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     
|                                           |                                                                        |                      | Net interest income                                    |            |                              |            |         |         | $        | 224,480 |         |      |                        |      |         |            |         |            |          |         | $     | 189,373 |  |      |      |      |  
|                                           |                                                                        |                      |                                                        |            |                              |            |         |         |          |         |         |      |                        |      |         |            |         |            |          |         |       |         |  |     



---

|(1) |  | Annualized.                                                                                                                            
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------
|   
|   
|   
|   
|(2) |  | Average debt investment securities were computed based on historical amortized cost, excluding the effects of SFAS No. 115 adjustments.
|   
|   
|   
|   
|(3) |  | Nonaccruing loans and leases have been included in the computations of average loan and lease balances.                                
|   
|   
|   
|   
|(4) |  | Interest income for loans and leases included loan fees of $11,138 and $8,729 for 2002 and 2001, respectively.                         

16



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##### Table of Contents



INVESTMENT SECURITIES

Held-to-Maturity

There were no held-to-maturity investment securities at March 31, 2002 and
December 31, 2001. The following table presents the amortized cost, unrealized
gains and losses, and fair values of held-to-maturity investment securities as
of March 31, 2001:

|                  |  |                |        |  
|----------------- |  | -------------- | ------ | -
|                  |  | March 31,     
|                  |  | 2001          
|                  |  |               
|                  |  | (in thousands)
|Amortized cost    |  | $              | 86,764 |  
|Unrealized gains  |  |                | 76     |  
|Unrealized losses |  |                | (430   | )
|                  |  |                |        |  
|Fair value        |  | $              | 86,410 |  
|                  |  |                |        |  

Available-for-Sale

The following table presents the amortized cost, unrealized gains and losses,
and fair values of available-for-sale investment securities as of the dates
indicated:

|                  |  |                |           |              |  |           |           |   |  |   |           |  
|----------------- |  | -------------- | --------- | ------------ |  | --------- | --------- | - |  | - | --------- | -
|                  |  | March 31,      |           | December 31, |  | March 31,
|                  |  | 2002           |           | 2001         |  | 2001     
|                  |  |                |           |              |  |          
|                  |  | (in thousands)
|Amortized cost    |  | $              | 3,154,799 |              |  | $         | 2,529,133 |   |  | $ | 2,066,255 |  
|Unrealized gains  |  |                | 20,834    |              |  |           | 23,672    |   |  |   | 38,310    |  
|Unrealized losses |  |                | (11,826   | )            |  |           | (10,632   | ) |  |   | (1,050    | )
|                  |  |                |           |              |  |           |           |   |  |   |           |  
|Fair value        |  | $              | 3,163,807 |              |  | $         | 2,542,173 |   |  | $ | 2,103,515 |  
|                  |  |                |           |              |  |           |           |   |  |   |           |  

Gross realized gains and losses on available-for-sale investment securities for
the three months ended March 31, 2002 were as follows:

|                               |  |                |     |  
|------------------------------ |  | -------------- | --- | -
|                               |  | 2002          
|                               |  |               
|                               |  | (in thousands)
|Realized gains                 |  | $              | 241 |  
|Realized losses                |  |                | (13 | )
|                               |  |                |     |  
|Securities gains (losses), net |  | $              | 228 |  
|                               |  |                |     |  

Gains and losses realized on the sales of available-for-sale investment
securities are determined using the specific identification method. There were
no realized gains and losses for the three months ended March 31, 2001.

17



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##### Table of Contents



LOANS AND LEASES

The following table sets forth the loan and lease portfolio by major categories
and loan and lease mix at March 31, 2002, December 31, 2001 and March 31, 2001:

|                                       |              |                                     |           |                        |            |                   |      |                |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |      |       |  
|-------------------------------------- | ------------ | ----------------------------------- | --------- | ---------------------- | ---------- | ----------------- | ---- | -------------- | ----- | - | --------- | --------- | ---------- | - | ---- | ---- | ----- | - | --------- | --------- | ---------- |  | ---- | ---- | ----- | -
|                                       |              |                                     |           | March 31, 2002         |            | December 31, 2001 |      | March 31, 2001
|                                       |              |                                     |           |                        |            |                   |      |               
|                                       |              |                                     |           | Amount                 |            | %                 |      | Amount         |       | % |           | Amount    |            | %
|                                       |              |                                     |           |                        |            |                   |      |                |       |   |           |           |            |  
|                                       |              |                                     |           | (dollars in thousands)
|Commercial, financial and agricultural |              | $                                   | 5,088,168 |                        |            |                   | 21.1 | %              |       | $ | 2,387,605 |           |            |   | 15.7 | %    |       | $ | 2,562,244 |           |            |  | 18.0 | %   
|Real estate:                           |              |                                     |           |                        |            |                   |      |                |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|                                       | Commercial   |                                     |           | 4,846,071              |            |                   |      | 20.1           |       |   |           | 2,957,194 |            |   |      | 19.4 |       |   |           | 2,758,034 |            |  |      | 19.4 |      
|                                       | Construction |                                     |           | 1,161,303              |            |                   |      | 4.8            |       |   |           | 464,462   |            |   |      | 3.1  |       |   |           | 406,059   |            |  |      | 2.9  |      
|                                       | Residential: |                                     |           |                        |            |                   |      |                |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |      |      
|                                       |              | Insured, guaranteed or
conventional |           |                        | 3,800,936  |                   |      |                | 15.8  |   |           |           | 1,831,824  |   |      |      | 12.0  |   |           |           | 1,802,486  |  |      |      | 12.7  |  
|                                       |              | Home equity credit lines            |           |                        | 1,046,134  |                   |      |                | 4.3   |   |           |           | 432,003    |   |      |      | 2.9   |   |           |           | 453,886    |  |      |      | 3.2   |  
|                                       |              |                                     |           |                        |            |                   |      |                |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|                                       |              | Total real estate loans             |           |                        | 10,854,444 |                   |      |                | 45.0  |   |           |           | 5,685,483  |   |      |      | 37.4  |   |           |           | 5,420,465  |  |      |      | 38.2  |  
|                                       |              |                                     |           |                        |            |                   |      |                |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|Consumer                               |              |                                     | 5,468,894 |                        |            |                   | 22.7 |                |       |   | 4,471,897 |           |            |   | 29.3 |      |       |   | 3,775,198 |           |            |  | 26.6 |     
|Lease financing                        |              |                                     | 2,326,056 |                        |            |                   | 9.6  |                |       |   | 2,293,199 |           |            |   | 15.1 |      |       |   | 2,106,486 |           |            |  | 14.8 |     
|Foreign                                |              |                                     | 386,027   |                        |            |                   | 1.6  |                |       |   | 385,548   |           |            |   | 2.5  |      |       |   | 338,130   |           |            |  | 2.4  |     
|                                       |              |                                     |           |                        |            |                   |      |                |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|                                       |              | Total loans and leases              |           |                        | 24,123,589 |                   |      |                | 100.0 | % |           |           | 15,223,732 |   |      |      | 100.0 | % |           |           | 14,202,523 |  |      |      | 100.0 | %
|                                       |              |                                     |           |                        |            |                   |      |                |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|Less allowance for credit losses       |              |                                     | 383,003   |                        |            |                   |      |                |       |   | 194,654   |           |            |   |      |      |       |   | 186,246   |           |            |  |      |     
|                                       |              |                                     |           |                        |            |                   |      |                |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|                                       |              | Total net loans and leases          |           | $                      | 23,740,586 |                   |      |                |       |   |           | $         | 15,029,078 |   |      |      |       |   |           | $         | 14,016,277 |  |      |      |       |  
|                                       |              |                                     |           |                        |            |                   |      |                |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|Total loans and leases to:             |              |                                     |           |                        |            |                   |      |                |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|                                       |              | Total assets                        |           |                        | 33,324,493 |                   |      |                | 72.4  | % |           |           | 21,646,514 |   |      |      | 70.3  | % |           |           | 19,419,452 |  |      |      | 73.1  | %
|                                       |              | Total earning assets                |           |                        | 27,236,823 |                   |      |                | 88.6  | % |           |           | 17,914,186 |   |      |      | 85.0  | % |           |           | 16,944,817 |  |      |      | 83.8  | %
|                                       |              | Total deposits                      |           |                        | 24,083,920 |                   |      |                | 100.2 | % |           |           | 15,334,051 |   |      |      | 99.3  | % |           |           | 14,710,173 |  |      |      | 96.5  | %

The loan and lease portfolio is the largest component of total earning assets
and accounts for the greatest portion of total interest income. The increase
in loans and leases as of March 31, 2002, as compared to December 31, 2001, was
primarily due to the acquisition of UCB on March 15, 2002 and growth in our
Bank of the West operating segment. Our net loans and leases increased by
58.0% to $23.7 billion over December 31, 2001 and 69.4% over March 31, 2001.
Excluding UCB loans at March 31, 2002, the increase in loans and leases were
1.5% over December 31, 2001 and 8.8% over March 31, 2001.

Total commercial, financial, and agricultural loans at March 31, 2002 increased
by 113.1%, or $2.7 billion, over December 31, 2001 and 98.6%, or $2.5 billion,
over March 31, 2001. Excluding UCB commercial, financial and agricultural
loans at March 31, 2002, commercial, financial and agricultural loans decreased
$23.2 million, or 1.0%, compared to December 31, 2001, and decreased $197.8
million, or 7.7%, compared to March 31, 2001. The decrease in this category
was primarily in our First Hawaiian Bank operating segment, due mainly to
planned reductions in shared national credits.

Total real estate commercial loans at
March 31, 2002 increased by 63.9%, or $1.9
billion, over December 31, 2001 and 75.7%, or $2.1 billion, over March 31, 2001,
primarily due to the UCB acquisition. Real estate-commercial loans excluding
UCB loans increased $36.6 million, or 1.2%, from December 31, 2001, and
increased $235.8 million, or 8.5%, from March 31, 2001. The increase over the
past year was primarily due to the growth in our Bank of the West operating
segment.

Total real estate-construction loans at March 31, 2002 increased by 150%, or
$696.8 million, over December 31, 2001 and 186%, or $755.2 million, over March
31, 2001, primarily due to the UCB acquisition. Excluding UCB, real
estate-construction loans decreased by 2.6%, or $11.9 million, compared to
December 31, 2001 and increased 11.5%, or $46.5 million, over March 31, 2001.

18



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##### Table of Contents



LOANS AND LEASES, continued

Total real estate-residential loans at March 31, 2002 increased by 114.1%, or
$2.6 billion, over December 31, 2001 and 114.8% over March 31, 2001, primarily
due to the UCB acquisition. Excluding UCB, real estate-residential loans
increased .9%, or $19.7 million, over December 31, 2001 and 1.2%, or $27.2
million, over March 31, 2001.

Total consumer loans at March 31, 2001
increased 22.3%, or $997.0 million, over
December 31, 2001 and increased 44.9%, or $1.7 billion, over March 31, 2001.
Consumer loans excluding UCB consumer loans at March 31, 2001 increased $210.5
million, or 4.7%, over December 31, 2001, and $907.2 million, or 24.0%, over
March 31, 2001, primarily due to growth in our Bank of the West operating
segment. Consumer loans consist primarily of direct and indirect automobile,
recreational vehicle, marine, credit card and unsecured financing.

The lease financing portfolio increased by 1.4%, or
$32.9 million, over December
31, 2001 and increased 10.4%, or $219.6 million, over March 31, 2001. Excluding
UCB, leases increased $735,000 over December 31, 2001 and 8.9%, or $187.4
million, over March 31, 2001.

Our foreign loans are principally in Guam and Saipan. Foreign loans as of
March 31, 2002 increased $479,000, or .1%, over December 31, 2001 and increased
$47.9 million, or 14.2%, over March 31, 2001. The increase over March 31, 2001
was primarily due to our branch acquisition in November 2001.

Loan concentrations are considered to exist when there are amounts loaned to
multiple borrowers engaged in similar activities, which would cause them to be
similarly impacted by economic or other conditions. At March 31, 2002, we did
not have a concentration of loans greater than 10% of total loans, which is not
otherwise disclosed as a category of loans as shown in the above table.

19



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##### Table of Contents



DEPOSITS

Deposits are the largest component of our total liabilities and account for the
greatest portion of total interest expense. At March 31, 2002, total deposits
were $24.1 billion, an increase of 63.7% over March 31, 2001. The increase was
primarily due to the growth in our customer deposit base, primarily in the Bank
of the West operating segment, including the UCB acquisition, and various deposit
product programs that we initiated. Contributing to the increase were the
First Hawaiian branch acquisitions in Guam and Saipan from the Union Bank of
California.

The decrease in all of the rates paid on deposits reflects falling rates in
2001, caused primarily by actions of the Federal Reserves Open Market
Committee. During the 12-month period from April 1, 2001 to March 31, 2002, the
benchmark federal funds rate decreased eight times totaling 325 basis points.
The rates paid on deposits reflect this rapidly changing interest rate
environment at different speeds, due to the repricing characteristics of each
type of deposit. Time deposits, which generally reprice more slowly than
other deposits, do not yet fully reflect the sharp decreases in interest rates
implemented in 2001, while money market and savings deposits, which can be
repriced more rapidly, are more reflective of the current decrease in the
interest rate environment. The deposits in the foreign category are a mixture
of time, savings and other interest-bearing deposits; therefore, its rate
reflects both types of repricing characteristics. Additional information on
our average deposit balances and rates paid is provided in the table on page
16.

20



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##### Table of Contents



NONPERFORMING ASSETS

Nonperforming assets at March 31, 2002, December 31, 2001 and March 31, 2001 are
as follows:

|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |        |        |        |         | 
|----------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------- | -------------------------------------- | ------------------------------------ | ------------------------------------ | ------- | ---------------------- | ------- | ------------ | ------ | --------- | ------- | ------ | ------ | ------ | ------- | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |         | March 31,              |         | December 31, |        | March 31,
|                                                                                                                              |                                                           |                                        |                                      |                                      |         | 2002                   |         | 2001         |        | 2001     
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |          
|                                                                                                                              |                                                           |                                        |                                      |                                      |         | (dollars in thousands)
|Nonperforming Assets:                                                                                                         |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              | Nonaccrual:                                               |                                        |                                      |                                      |         |                        |         |              |        |           |         |        |       
|                                                                                                                              |                                                           | Commercial, financial and agricultural |                                      | $                                    | 151,028 |                        |         | $            | 35,908 |           |         | $      | 56,165 |       
|                                                                                                                              |                                                           | Real estate:                           |                                      |                                      |         |                        |         |              |        |           |         |        |        |       
|                                                                                                                              |                                                           |                                        | Commercial                           |                                      |         | 45,043                 |         |              |        | 27,568    |         |        |        | 15,086 |        
|                                                                                                                              |                                                           |                                        | Construction                         |                                      |         | 3,000                  |         |              |        |          |         |        |        | 119    |        
|                                                                                                                              |                                                           |                                        | Residential:                         |                                      |         |                        |         |              |        |           |         |        |        |        |        
|                                                                                                                              |                                                           |                                        |                                      | Insured, guaranteed, or conventional |         |                        | 12,094  |              |        |           | 9,003   |        |        |        | 10,642  | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              |                                                           |                                        |                                      | Total real estate loans              |         |                        | 60,137  |              |        |           | 36,571  |        |        |        | 25,847  | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              |                                                           | Consumer                               |                                      |                                      | 3,919   |                        |         |              | 6,144  |           |         |        | 4,671  |       
|                                                                                                                              |                                                           | Lease financing                        |                                      |                                      | 9,900   |                        |         |              | 9,570  |           |         |        | 8,769  |       
|                                                                                                                              |                                                           | Foreign                                |                                      |                                      | 3,968   |                        |         |              | 4,074  |           |         |        | 5,474  |       
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              |                                                           |                                        |                                      | Total nonaccrual loans and leases    |         |                        | 228,952 |              |        |           | 92,267  |        |        |        | 100,926 | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              | Restructured:                                             |                                        |                                      |                                      |         |                        |         |              |        |           |         |        |       
|                                                                                                                              |                                                           | Commercial, financial and agricultural |                                      |                                      | 1,502   |                        |         |              | 1,569  |           |         |        | 957    |       
|                                                                                                                              |                                                           | Real estate:                           |                                      |                                      |         |                        |         |              |        |           |         |        |        |       
|                                                                                                                              |                                                           |                                        | Commercial                           |                                      |         | 1,094                  |         |              |        | 3,019     |         |        |        | 5,312  |        
|                                                                                                                              |                                                           |                                        | Residential:                         |                                      |         |                        |         |              |        |           |         |        |        |        |        
|                                                                                                                              |                                                           |                                        |                                      | Insured, guaranteed, or conventional |         |                        |        |              |        |           | 257     |        |        |        | 938     | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              |                                                           |                                        |                                      | Total real estate loans              |         |                        | 1,094   |              |        |           | 3,276   |        |        |        | 6,250   | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              |                                                           |                                        |                                      | Total restructured loans and leases  |         |                        | 2,596   |              |        |           | 4,845   |        |        |        | 7,207   | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              |                                                           |                                        |                                      | Total nonperforming loans and leases |         |                        | 231,548 |              |        |           | 97,112  |        |        |        | 108,133 | 
|                                                                                                                              | Other real estate owned and repossessed personal property |                                        |                                      | 24,393                               |         |                        |         | 22,321       |        |           |         | 20,549 |       
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              |                                                           |                                        |                                      | Total nonperforming assets           |         | $                      | 255,941 |              |        | $         | 119,433 |        |        | $      | 128,682 | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|Past due loans and leases(1):                                                                                                 |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              | Commercial, financial and agricultural                    |                                        | $                                    | 17,432                               |         |                        | $       | 11,134       |        |           | $       | 10,803 |       
|                                                                                                                              | Real estate:                                              |                                        |                                      |                                      |         |                        |         |              |        |           |         |        |       
|                                                                                                                              |                                                           | Commercial                             |                                      |                                      | 1,192   |                        |         |              | 385    |           |         |        | 411    |       
|                                                                                                                              |                                                           | Construction                           |                                      |                                      | 2,217   |                        |         |              |       |           |         |        |       |       
|                                                                                                                              |                                                           | Residential:                           |                                      |                                      |         |                        |         |              |        |           |         |        |        |       
|                                                                                                                              |                                                           |                                        | Insured, guaranteed, or conventional |                                      |         | 2,347                  |         |              |        | 3,303     |         |        |        | 3,274  |        
|                                                                                                                              |                                                           |                                        | Home equity credit lines             |                                      |         | 160                    |         |              |        | 467       |         |        |        | 332    |        
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              |                                                           |                                        |                                      | Total real estate loans              |         |                        | 5,916   |              |        |           | 4,155   |        |        |        | 4,017   | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              | Consumer                                                  |                                        |                                      | 2,603                                |         |                        |         | 3,323        |        |           |         | 2,376  |       
|                                                                                                                              | Lease financing                                           |                                        |                                      | 84                                   |         |                        |         | 146          |        |           |         | 177    |       
|                                                                                                                              | Foreign                                                   |                                        |                                      | 4,291                                |         |                        |         | 2,023        |        |           |         | 1,237  |       
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              |                                                           |                                        |                                      | Total past due loans and leases      |         | $                      | 30,326  |              |        | $         | 20,781  |        |        | $      | 18,610  | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|Nonperforming assets to total loans and leases
and other real estate owned and
repossessed personal property (end of period): |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              | Excluding past due loans and leases                       |                                        |                                      | 1.06                                 | %       |                        |         | .78          | %      |           |         | .90    | %     
|                                                                                                                              | Including past due loans and leases                       |                                        |                                      | 1.19                                 | %       |                        |         | .92          | %      |           |         | 1.04   | %     
|Nonperforming assets to total assets (end of period):                                                                         |                                                           |                                        |                                      |                                      |         |                        |         |              |        |           |         |       
|                                                                                                                              | Excluding past due loans and leases                       |                                        |                                      | .77                                  | %       |                        |         | .55          | %      |           |         | .66    | %     
|                                                                                                                              | Including past due loans and leases                       |                                        |                                      | .86                                  | %       |                        |         | .65          | %      |           |         | .76    | %     



---

|(1) |  | Represents loans and leases which are past due 90 days or more as to
principal and/or interest, are still accruing interest and are adequately
collateralized and in the process of collection.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

21



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##### Table of Contents



NONPERFORMING ASSETS, Continued

Nonperforming assets at March 31, 2002 were $255.9 million, or 1.06%, of total
loans and leases and other real estate owned and repossessed personal property
(OREO), compared to .90% at March 31, 2001. Nonperforming assets at March 31,
2002 were .77% of total assets, compared to .66% at March 31, 2001.

Nonperforming assets at March 31, 2002 increased by $136.5 million, or 114.3%,
from December 31, 2001. The increase in nonaccrual loans was primarily due to
commercial, financial and agricultural loans, real estate-commercial loans and
construction loans in our Bank of the West operating segment. The increase in
nonperforming assets in the Bank of the West operating segment was primarily
due to the acquisition of UCB. The increase in nonperforming assets in the
Bank of the West operating segment was partially offset by lower nonperforming
loans in the First Hawaiian Bank operating segment. Excluding the UCB
nonperforming assets at March 31, 2002, the nonperforming assets decreased
$39.7 million or 33.2%, compared to December 31, 2001.

Nonperforming assets at March 31, 2002 increased by $127.3 million, or 98.9%,
from March 31, 2001. The increase was primarily attributable to increases in
nonaccrual commercial, financial and agricultural loans and real
estate-commercial loans, which were partially offset by decreases in nonaccrual
consumer and foreign loans. Excluding the UCB nonperforming assets at March
31, 2002, the nonperforming assets decreased $48.9 million, or 38.0% compared to
March 31, 2001.

We generally place a loan or lease on nonaccrual status when we believe that
collection of principal or income has become doubtful or when loans and leases
are 90 days past due as to principal or income, unless they are well secured
and in the process of collection. We may make an exception to the general
90-day-past-due rule when the fair value of the collateral exceeds our recorded
investment in the loan or when other factors indicate that the borrower will
shortly bring the loan current.

While the majority of consumer loans and leases are subject to our general
policies regarding nonaccrual loans, certain past-due consumer loans and leases
are not placed on nonaccrual status, because they are charged off upon reaching
a predetermined delinquency status varying from 120 to 180 days, depending on
product type.

When we place a loan or lease on nonaccrual status, previously accrued and
uncollected interest is reversed against interest income of the current period.
When we receive a cash interest payment on a nonaccrual loan, we apply it as a
reduction of the principal balance when we have doubts about the ultimate
collection of the principal. Otherwise, we record such payments as income.

Nonaccrual loans and leases are generally returned to accrual status when they:
(1) become current as to principal and interest or (2) become both well
secured and in the process of collection.

Other than the loans listed, we were not aware of any significant potential
problem loans where possible credit problems of the borrower caused us to
seriously question the borrowers ability to repay the loan under existing
terms.

Loans past due 90 days or more and still accruing interest totaled $30.3
million at March 31, 2002, an increase of $11.7 million, or 63.0%, from March
31, 2001. Loans past due 90 days or more and still accruing interest increased
by $9.5 million, or 45.9%, from December 31, 2001 to March 31, 2002. The
increase was primarily due to higher commercial, financial and agricultural
loan and foreign loan delinquencies, which were partially offset by a decrease
in real estate-residential loans. All of the loans that are past due 90 days or
more and still accruing interest are, in our judgment, adequately
collateralized
and in the process of collection. Excluding the UCB loans past due 90 days or
more and still accruing interest at March 31, 2002, the loans past due 90 days
or more and still accruing increased $4.2 million, or 20.2%, from December 31,
2001 to March 31, 2002.

22



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##### Table of Contents



PROVISION AND ALLOWANCE FOR CREDIT LOSSES

The following table sets forth the activity in the allowance for credit losses
for the periods indicated:

|                                                                               |                                                        |                                                      |                                                             |         |                        |         |            |         |        |         |  
|------------------------------------------------------------------------------ | ------------------------------------------------------ | ---------------------------------------------------- | ----------------------------------------------------------- | ------- | ---------------------- | ------- | ---------- | ------- | ------ | ------- | -
|                                                                               |                                                        |                                                      |                                                             |         | Three Months Ended    
|                                                                               |                                                        |                                                      |                                                             |         | March 31,             
|                                                                               |                                                        |                                                      |                                                             |         |                       
|                                                                               |                                                        |                                                      |                                                             |         | 2002                   |         | 2001      
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |           
|                                                                               |                                                        |                                                      |                                                             |         | (dollars in thousands)
|Loans and leases outstanding (end of period)                                   |                                                        | $                                                    | 24,123,589                                                  |         |                        | $       | 14,202,523 |        
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |            |        
|Average loans and leases outstanding                                           |                                                        | $                                                    | 16,861,211                                                  |         |                        | $       | 14,145,518 |        
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |            |        
|Allowance for credit losses:                                                   |                                                        |                                                      |                                                             |         |                        |         |            |        
|                                                                               | Balance at beginning of period                         |                                                      | $                                                           | 194,654 |                        |         | $          | 172,443 |       
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |            |        
|                                                                               | Allowance of subsidiaries purchased                    |                                                      |                                                             | 210,000 |                        |         |            |        |       
|                                                                               | Loans and leases charged off:                          |                                                      |                                                             |         |                        |         |            |         |       
|                                                                               |                                                        | Commercial, financial and agricultural               |                                                             |         | 28,685                 |         |            |         | 10,656 |        
|                                                                               |                                                        | Real estate:                                         |                                                             |         |                        |         |            |         |        |        
|                                                                               |                                                        |                                                      | Commercial                                                  |         |                        | 66      |            |         |        | 399     |  
|                                                                               |                                                        |                                                      | Residential                                                 |         |                        | 394     |            |         |        | 1,067   |  
|                                                                               |                                                        | Consumer                                             |                                                             |         | 12,875                 |         |            |         | 8,664  |        
|                                                                               |                                                        | Lease financing                                      |                                                             |         | 6,033                  |         |            |         | 2,998  |        
|                                                                               |                                                        | Foreign                                              |                                                             |         | 475                    |         |            |         | 602    |        
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |            |        
|                                                                               |                                                        |                                                      | Total loans and leases charged off                          |         |                        | 48,528  |            |         |        | 24,386  |  
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |            |        
|                                                                               | Recoveries on loans and leases previously charged off: |                                                      |                                                             |         |                        |         |            |         |       
|                                                                               |                                                        | Commercial, financial and agricultural               |                                                             |         | 2,724                  |         |            |         | 147    |        
|                                                                               |                                                        | Real estate:                                         |                                                             |         |                        |         |            |         |        |        
|                                                                               |                                                        |                                                      | Commercial                                                  |         |                        | 130     |            |         |        | 50      |  
|                                                                               |                                                        |                                                      | Construction                                                |         |                        | 220     |            |         |        | 131     |  
|                                                                               |                                                        |                                                      | Residential                                                 |         |                        | 202     |            |         |        | 200     |  
|                                                                               |                                                        | Consumer                                             |                                                             |         | 2,191                  |         |            |         | 1,699  |        
|                                                                               |                                                        | Lease financing                                      |                                                             |         | 1,252                  |         |            |         | 502    |        
|                                                                               |                                                        | Foreign                                              |                                                             |         | 151                    |         |            |         | 260    |        
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |            |        
|                                                                               |                                                        |                                                      | Total recoveries on loans and leases
previously charged off |         |                        | 6,870   |            |         |        | 2,989   |  
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |            |        
|                                                                               |                                                        |                                                      | Net charge-offs                                             |         |                        | (41,658 | )          |         |        | (21,397 | )
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |            |        
|                                                                               | Provision for credit losses                            |                                                      |                                                             | 20,007  |                        |         |            | 35,200  |       
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |            |        
|                                                                               | Balance at end of period                               |                                                      | $                                                           | 383,003 |                        |         | $          | 186,246 |       
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |            |        
|Net loans and leases charged off to average loans
and leases                   |                                                        |                                                      | 1.00                                                        | %(1)    |                        |         | .61        | %(1)   
|Net loans and leases charged off to allowance for
credit losses                |                                                        |                                                      | 44.11                                                       | %(1)    |                        |         | 46.59      | %(1)   
|Allowance for credit losses to total
loans and leases (end of period)          |                                                        |                                                      | 1.59                                                        | %       |                        |         | 1.31       | %      
|Allowance for credit losses to nonperforming
loans and leases (end of period): |                                                        |                                                      |                                                             |         |                        |         |            |        
|                                                                               |                                                        | Excluding 90 days past due
accruing loans and leases |                                                             |         | 1.65x                  |         |            |         | 1.72x  |        
|                                                                               |                                                        | Including 90 days past due
accruing loans and leases |                                                             |         | 1.46x                  |         |            |         | 1.47x  |        



---

|(1) |  | Annualized.
|--- |  | -----------

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##### Table of Contents



PROVISION AND ALLOWANCE FOR CREDIT LOSSES, Continued

The provision for credit losses for the first three months of 2002 was $20.0
million, a decrease of $15.2 million, or 43.2%, over the same period in 2001.
The decrease in the provision for credit losses for the first three months of
2002 compared to the same period in 2001 primarily reflects the $23.0 million
in additional provision for credit losses that we recorded in the first three
months of 2001 in response to certain macroeconomic events.

The provision for credit losses is based upon our judgment as to the adequacy
of the allowance for credit losses (the Allowance) to absorb probable losses
inherent in the portfolio as of the balance sheet date. The Company uses a
systematic methodology to determine the adequacy of the Allowance and related
provision for credit losses to be reported for financial statement purposes.
The determination of the adequacy of the Allowance is ultimately one of
judgment, which includes consideration of many factors, including, among other
things, the amount of problem and potential problem loans and leases, net
charge-off experience, changes in the composition of the loan and lease
portfolio by type and location of loans and leases and in overall loan and
lease risk profile and quality, general economic factors and the fair value of
collateral.

Our approach to managing exposure to credit risk involves an integrated program
of setting appropriate standards for credit underwriting and diversification,
monitoring trends that may affect the risk profile of the credit portfolio and
making appropriate adjustments to reflect changes in economic and financial
conditions that could affect the quality of the portfolio and loss probability.
The components of this integrated program include:



| |  |  | Setting Underwriting and Grading Standards.Our loan
grading system utilizes ten different principal risk categories
where 1 is no risk and 10 is loss. Risk parameters are
established so that the cost of credit risk is an integral part of
the pricing and evaluation of credit decisions and the setting of
portfolio targets.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
| | - |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | Diversification.We actively manage our credit portfolio
to avoid excessive concentration by obligor, risk grade, industry,
product and geographic location. As part of this process, we also
monitor changes in risk correlation among concentration
categories. In addition, we seek to reduce our exposure to
concentrations by actively participating portions of our
commercial and commercial real estate loans to other banks.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                
|
| |  |  | Risk Mitigation.Over the past few years, we have
reduced our exposure to higher-risk areas such as real estate
construction (which accounted for only 4.8% of total loans and
leases at March 31, 2002) and Hawaii commercial real estate.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                          
|
| |  |  | Restricted Participation in Syndicated National Credits.
In addition to providing backup commercial paper facilities
primarily to investment-grade companies, we participate in media
finance credits in the national market, one of our traditional
niches where we have developed a special expertise over a long
period of time and with experienced personnel. Recently, we began
a program to reduce our outstanding commitments and balances in
these types of credits. At March 31, 2002, the ratio of
nonperforming shared national credits and media finance loans to
total shared national credits and media finance loans outstanding
was 2%.                                                                                                                                                                                                                                                                                            
|
| |  |  | Emphasis on Consumer Lending.Consumer loans represent
our single largest category of loans and leases. We focus our
consumer lending activities on loan grades with what we believe
are predictable loss rates. As a result, we are able to use
formula-based approaches to calculate appropriate reserve levels
that reflect historical experience. We generally do not
participate in subprime lending activities. We also seek to
reduce our exposures where feasible by obtaining third-party
insurance or similar protections. For example, in our vehicle
lease portfolio (which represents approximately 66% of our lease
financing portfolio and 20% of our combined lease financing and
consumer loans at March 31, 2002), we obtain third-party insurance
for the estimated residual value of the leased vehicle. To the
extent that these policies include deductible values, we set aside
reserves to fully cover the uninsured portion.

24



---



##### Table of Contents



PROVISION AND ALLOWANCE FOR CREDIT LOSSES, Continued

Charge-offs were $48.5 million for the first three months of 2002, an increase
of $24.1 million, or 99.0%, over the same period in 2001. The increase was
primarily due to charge-offs in commercial, financial and agricultural loans,
consumer loans and lease financing in the first three months of 2002. The
higher charge-offs resulted from the large loan portfolio in the Bank of the
West operating segment including our newest acquisition, UCB.

For the first three months of 2002, recoveries increased by $3.9 million, or
129.8%, over the same period in 2001. The increase in recoveries was primarily
in commercial, financial and agricultural loans.

The Allowance decreased to 1.65 times nonperforming loans and leases (excluding
90 days or more past due accruing loans and leases) at March 31, 2002 from 1.72
times at March 31, 2001. The decrease in the ratio is principally due to an
increase in nonperforming loans and leases, primarily in our Bank of the West
operating segment.

In our judgment, the Allowance was adequate to absorb losses inherent in the
loan and lease portfolio at March 31, 2002. However, changes in prevailing
economic conditions in our markets could result in changes in the level of
nonperforming assets and charge-offs in the future and, accordingly, changes in
the Allowance. We will continue to closely monitor economic developments and
those specific items mentioned above in particular and make necessary
adjustments to the Allowance accordingly.

25



---



##### Table of Contents



NONINTEREST INCOME

The following table reflects the key components of the change in noninterest
income for the three months ended March 31, 2002, as compared to the same
period in 2001:

|                             |                                      |                          |   |                |        |      |   |          |        |  |  |       |       |   
|---------------------------- | ------------------------------------ | ------------------------ | - | -------------- | ------ | ---- | - | -------- | ------ |  |  | ----- | ----- | --
|                             |                                      |                          |   | 2002           |        | 2001 |   | % Change
|                             |                                      |                          |   |                |        |      |   |         
|                             |                                      |                          |   | (in thousands) |        |      |   |         
|Three months ended March 31, |                                      |                          |   |                |        |      |   |          |        |  |  |      
|                             | Service charges on deposit accounts  |                          | $ | 25,974         |        |      | $ | 20,436   |        |  |  | 27.1  | %    
|                             | Trust and investment services income |                          |   | 8,140          |        |      |   | 9,127    |        |  |  | (10.8 | )    
|                             | Other service charges and fees       |                          |   | 23,498         |        |      |   | 18,374   |        |  |  | 27.9  |      
|                             | Securities gains, net                |                          |   | 228            |        |      |   | 41,300   |        |  |  | N/M   |      
|                             | Other                                |                          |   | 4,784          |        |      |   | 9,262    |        |  |  | (48.3 | )    
|                             |                                      |                          |   |                |        |      |   |          |        |  |  |      
|                             |                                      | Total noninterest income |   | $              | 62,624 |      |   | $        | 98,499 |  |  |       | (36.4 | )%
|                             |                                      |                          |   |                |        |      |   |          |        |  |  |      



---

| |  | N/M  Not Meaningful.
| |  | ---------------------

As the table above shows in more detail, noninterest income decreased by 36.4%
for the three months ended March 31, 2002, compared to the same period in 2001.
Significant items include the following:



| |  | The Concord Stock Gain of $41.3 million in 2001 was primarily
responsible for the decrease in securities gains for the three months
ended March 31, 2002 as compared to the same period in 2001.                                                                                                                                                                
|- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | The increases in service charges on deposit accounts for the three
months ended March 31, 2002, compared to the same period in 2001, were
primarily due to higher levels of deposits resulting from the expansion
of our customer deposit base predominately in our Bank of the West
operating segment, including the deposits from UCB.                        
| 
| |  | The decrease in trust and investment services income for the three
months ended March 31, 2002, compared to the same period in 2001,
resulted primarily from decreased investment management fee income.                                                                                                                                                        
| 
| |  | The increases in other service charges and fees for the three months
ended March 31, 2002, compared to the same period in 2001, were
primarily due to: (1) higher merchant services fees, due to higher fee
charges, increased volume and more merchant outlets; (2) higher bank
card and ATM convenience fee income; and (3) higher miscellaneous
service fees.
| 
| |  | The decrease in other noninterest income for the three months ended March
31, 2002, as compared to the same period in 2001, was primarily due to
lower gains on the sale of OREO property in the first three months of
2002 and a gain on the sale of securitized loans in 2001.                                                                                

26



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##### Table of Contents



NONINTEREST EXPENSE

The following table reflects the key components of the change in noninterest
expense for the three months ended March 31, 2002 as compared to the same
period in 2001:

|                             |                                     |                           |   |                |         |      |   |          |         |  |  |       |     |  
|---------------------------- | ----------------------------------- | ------------------------- | - | -------------- | ------- | ---- | - | -------- | ------- |  |  | ----- | --- | -
|                             |                                     |                           |   | 2002           |         | 2001 |   | % Change
|                             |                                     |                           |   |                |         |      |   |         
|                             |                                     |                           |   | (in thousands) |         |      |   |         
|Three months ended March 31, |                                     |                           |   |                |         |      |   |          |         |  |  |      
|                             | Salaries and wages                  |                           | $ | 60,094         |         |      | $ | 49,377   |         |  |  | 21.7  | %  
|                             | Employee benefits                   |                           |   | 23,482         |         |      |   | 17,973   |         |  |  | 30.7  |    
|                             | Occupancy expense                   |                           |   | 15,614         |         |      |   | 16,235   |         |  |  | (3.8  | )  
|                             | Outside services                    |                           |   | 13,252         |         |      |   | 11,503   |         |  |  | 15.2  |    
|                             | Intangible amortization             |                           |   | 2,757          |         |      |   | 10,284   |         |  |  | (73.2 | )  
|                             | Equipment expense                   |                           |   | 7,729          |         |      |   | 7,532    |         |  |  | 2.6   |    
|                             | Stationery and supplies             |                           |   | 5,685          |         |      |   | 4,400    |         |  |  | 29.2  |    
|                             | Advertising and promotion           |                           |   | 4,657          |         |      |   | 4,333    |         |  |  | 7.5   |    
|                             | Restructuring
and integration costs |                           |   | 6,015          |         |      |   | 3,935    |         |  |  | 52.9  |    
|                             | Other                               |                           |   | 19,813         |         |      |   | 24,516   |         |  |  | (19.2 | )  
|                             |                                     |                           |   |                |         |      |   |          |         |  |  |      
|                             |                                     | Total noninterest expense |   | $              | 159,098 |      |   | $        | 150,088 |  |  |       | 6.0 | %
|                             |                                     |                           |   |                |         |      |   |          |         |  |  |      



---

| |  | N/M  Not Meaningful.
| |  | ---------------------

As the table above shows in more detail, noninterest expense increased by 6.0%
for the three months ended March 31, 2002, compared to the same period in 2001.
Significant factors causing the increase include the following:



| |  | The increase in salaries and wages and employee benefits reflect
increased employees, primarily due to the UCB acquisition. Also, the
first three months of 2002 reflect an entire quarter of employee related
expenses for the Nevada and New Mexico branch acquisition. In addition,
total salaries and wages in the first three months of 2002 increased
compared to the same period in 2001, due to lower net periodic pension
benefit credits in 2002.
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | The decrease in intangible amortization reflects the adoption of new
accounting standards in 2002 that ceased the amortization of goodwill.                                                                                                                                                                                                                                                                                                                
| 
| |  | Integration costs relate to
our acquisition of UCB in 2002 and the Nevada and New Mexico branches
in 2001.                                                                                                                                                                                                                                                                                                                                                 
| 
| |  | The decrease in other expense
the first three months in 2002 from the
same period in 2001 was primarily due to a $5 million charitable
contribution to the First Hawaiian Foundation, a charitable arm of First
Hawaiian that supports nonprofit and community organizations in the
market where it operates.                                                                                                                                              

INCOME TAXES

Our effective income tax rate (exclusive of the tax equivalent adjustment) for
the three months ended March 31, 2002 were 39.4% as compared to 39.8% for the
same period in 2001.

LIQUIDITY MANAGEMENT

Liquidity refers to our ability to provide sufficient short- and long-term cash
flows to fund operations and to meet obligations and commitments, including
depositor withdrawals and debt service, on a timely basis at reasonable costs.
We achieve our liquidity objectives with both assets and liabilities.

We obtain short-term asset-based liquidity through our investment securities
portfolio and short-term investments which can be readily converted to cash.
These liquid assets consist of cash and due from banks, interest-bearing
deposits in other banks, federal funds sold, securities purchased under
agreements to resell and investment securities. Such assets represented 14.5%
of total assets at March 31, 2002 compared to 16.7% at December 31, 2001.

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Intermediate- and longer-term asset liquidity is primarily provided by
regularly scheduled maturities and cash flows from our loans and investment
securities. Additional liquidity is available from certain assets that can be
sold or securitized, such as consumer and mortgage loans.

We obtain short-term liability-based liquidity primarily from deposits.
Average total deposits for the three months ended March 31, 2002 increased
16.4% to $16.9 billion, over the year ended December 31, 2001, primarily due to
continued expansion of our customer base in the Western United States and
acquisition of UCB. Average total deposits funded 71% of average total assets
for the three months ended March 31, 2002 and 75% for the year ended December
31, 2001.

We also obtain short-term liquidity from ready access to regional and national
wholesale funding sources, including issuing our own commercial paper,
purchasing federal funds, selling securities under agreements to repurchase,
arranging lines of credit from other banks and obtaining credit facilities from
the Federal Home Loan Banks. Additional information on short-term borrowings
is provided in Note 10 to the Consolidated Financial Statements on pages 57 and
58 of our 2001 Annual Report on Form 10-K. Offshore deposits in the
international market provide another available source of funds.

Funds taken in the intermediate- and longer-term markets are structured to
avoid concentration of maturities and to reduce refinancing risk. We also
attempt to diversify the types of instruments issued to avoid undue reliance on
any one market.

Liquidity for the parent company is primarily provided by dividend and interest
income from its subsidiaries. Short-term cash requirements are met through
liquidation of short-term investments. Longer-term liquidity is provided by
access to the capital markets.

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CAPITAL

Stockholders equity was $3.665 billion
at March 31, 2002, an increase of 83.1%,
over $2.002 billion at December 31, 2001. Compared to March 31, 2001,
stockholders equity at March 31, 2002 increased by $1.620 billion, or 79.2%.
The increase was primarily due to the issuance of additional Class A common
shares in connection with the UCB acquisition.

Capital adequacy regulations require the Company to maintain minimum amounts of
Tier 1 and Total Capital and minimum ratios of Tier 1 Capital and Total Capital
to risk-weighted assets, respectively, and of Tier 1 Capital to average assets
(leverage). These amounts and ratios as of March 31, 2002 are set forth below:

|                       |                        |        |        |           |                   |        |            |       |   |        |             |         |                   |  |  |      |   |  |              |           |  |  |  |       |  
|---------------------- | ---------------------- | ------ | ------ | --------- | ----------------- | ------ | ---------- | ----- | - | ------ | ----------- | ------- | ----------------- |  |  | ---- | - |  | ------------ | --------- |  |  |  | ----- | -
|                       |                        |        |        |           |                   |        |            |       |   |        |             |         |                   |  |  |      |   |  | To Be Well  
|                       |                        |        |        |           |                   |        |            |       |   |        |             |         |                   |  |  |      |   |  | Capitalized 
|                       |                        |        |        |           |                   |        |            |       |   |        |             |         |                   |  |  |      |   |  | Under Prompt
|                       |                        |        |        |           |                   |        |            |       |   |        | For Capital |         | Corrective Action
|                       |                        |        | Actual |           | Adequacy Purposes |        | Provisions
|                       |                        |        |        |           |                   |        |           
|(dollars in thousands) |                        | Amount |        | Ratio     |                   | Amount |            | Ratio |   | Amount |             | Ratio  
|                       |                        |        |        |           |                   |        |            |       |   |        |             |        
|Tier 1 Capital to      |                        |        |        |           |                   |        |            |       |   |        |             |         |                   |  |  |      |   |  |              |           |  |  |  |      
|                       | Risk-Weighted
Assets:  |        |        |           |                   |        |            |       |   |        |             |         |                   |  |  |      |   |  |              |           |  |  |  |       |  
|                       | Bank of the West       |        | $      | 925,566   |                   |        |            | 8.11  | % |        | $           | 456,730 |                   |  |  | 4.00 | % |  | $            | 685,096   |  |  |  | 6.00  | %
|                       | United California Bank |        |        | 1,012,326 |                   |        |            | 10.83 |   |        |             | 373,943 |                   |  |  | 4.00 |   |  |              | 560,915   |  |  |  | 6.00  |  
|                       | First Hawaiian         |        |        | 653,137   |                   |        |            | 9.95  |   |        |             | 262,588 |                   |  |  | 4.00 |   |  |              | 393,881   |  |  |  | 6.00  |  
|                      
|Total Capital to       |                        |        |        |           |                   |        |            |       |   |        |             |         |                   |  |  |      |   |  |              |           |  |  |  |      
|                       | Risk-Weighted
Assets:  |        |        |           |                   |        |            |       |   |        |             |         |                   |  |  |      |   |  |              |           |  |  |  |      
|                       | Bank of the West       |        | $      | 1,268,625 |                   |        |            | 11.11 | % |        | $           | 913,461 |                   |  |  | 8.00 | % |  | $            | 1,141,826 |  |  |  | 10.00 | %
|                       | United California Bank |        |        | 1,130,031 |                   |        |            | 12.09 |   |        |             | 747,887 |                   |  |  | 8.00 |   |  |              | 934,858   |  |  |  | 10.00 |  
|                       | First Hawaiian         |        |        | 806,530   |                   |        |            | 12.29 |   |        |             | 525,175 |                   |  |  | 8.00 |   |  |              | 656,469   |  |  |  | 10.00 |  
|                      
|Tier 1 Capital to      |                        |        |        |           |                   |        |            |       |   |        |             |         |                   |  |  |      |   |  |              |           |  |  |  |      
|                       | Average Assets:        |        |        |           |                   |        |            |       |   |        |             |         |                   |  |  |      |   |  |              |           |  |  |  |       |  
|                       | Bank of the West       |        | $      | 925,566   |                   |        |            | 7.37  | % |        | $           | 502,665 |                   |  |  | 4.00 | % |  | $            | 628,331   |  |  |  | 5.00  | %
|                       | United California Bank |        |        | 1,012,326 |                   |        |            | 10.08 |   |        |             | 401,746 |                   |  |  | 4.00 |   |  |              | 502,182   |  |  |  | 5.00  |  
|                       | First Hawaiian         |        |        | 653,137   |                   |        |            | 8.64  |   |        |             | 302,883 |                   |  |  | 4.00 |   |  |              | 377,978   |  |  |  | 5.00  |  

Due to the election to become a financial holding company done concurrent with
the BNP Paribas Merger, only the Companys depository institution subsidiaries
are subject to various regulatory capital requirements administered by the
Federal banking agencies. If they fail to meet minimum capital requirements,
these agencies can initiate certain mandatory actions. Such regulatory actions
could have a material effect on the Companys financial statements.

Under capital adequacy guidelines and the regulatory framework for prompt
corrective action, the Companys depository institution subsidiaries must each
meet specific capital guidelines that involve quantitative measures of their
assets, liabilities and certain off-balance-sheet items as calculated under
regulatory accounting practices. These capital amounts and classifications are
also subject to qualitative judgments by the regulators about components, risk
weightings and other factors.




Item 3. Quantitative and Qualitative Disclosures About Market Risk

INTEREST RATE RISK MEASUREMENT AND MANAGEMENT

The Companys net interest income is subject to interest rate risk to the
extent our interest-bearing liabilities (primarily deposits and borrowings)
mature or reprice on a different basis than our interest-earning assets
(primarily loans and leases and investment securities). When interest-bearing
liabilities mature or reprice more quickly than interest-earning assets during
a given period, an increase in interest rates could reduce net interest income.
Similarly, when interest-earning assets mature or reprice more

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INTEREST RATE RISK MEASUREMENT AND MANAGEMENT, Continued

quickly than interest-bearing liabilities, a decrease in interest rates could
have a negative impact on net interest income. In addition, the impact of
interest rate swings may be exacerbated by factors such as our customers
propensity to manage their demand deposit balances more or less aggressively or
to refinance mortgage and other consumer loans depending on the interest rate
environment.

The Asset/Liability Committees of the Company and its major subsidiaries are
responsible for managing interest rate risk. The Asset/Liability Committees
generally meet monthly or quarterly. The committees may recommend changes to a
particular subsidiarys interest rate profile to their respective Board of
Directors, should changes be necessary and depart significantly from
established policies. Other than loans and leases that are originated and held
for sale, commitments to purchase and sell foreign currencies and
mortgage-backed securities and certain interest rate swaps and
options, the Companys interest rate derivatives and other
financial instruments are not entered into for trading purposes.

The Company models its net interest income in order to quantify its exposure to
changes in interest rates. Generally, the size of the balance sheet is held
relatively constant and then subjected to interest rate shocks up and down of
100 and 200 basis points each. Each account-level item is repriced according
to its respective contractual characteristics, including any imbedded options
which might exist (e.g. periodic interest rate caps or floors or loans and
leases which permit the borrower to prepay the principal balance of the loan or
lease prior to maturity without penalty). Off-balance-sheet instruments such
as interest rate swaps, swaptions, caps or floors are included as part of the
modeling process. For each interest rate shock scenario, net interest income
over a 12-month horizon is compared against the results of a scenario in which
no interest rate change occurs (flat rate scenario) to determine the level
of interest rate risk at that time.

The projected impact of 100 basis-point incremental increases and decreases in
interest rates on the Companys consolidated net interest income over the 12
months beginning April 1, and January 1, 2002 is shown below:

|                      |  |      |         |     |  |     |         |      |  |     |         |   |  |   |         |   |  |   |         |   
|--------------------- |  | ---- | ------- | --- |  | --- | ------- | ---- |  | --- | ------- | - |  | - | ------- | - |  | - | ------- | --
|(dollars in millions) |  | + 3% |         | +2% |  | +1% |         | Flat |  | -1%
|                     
|April 1, 2002         |  |      |         |     |  |     |         |      |  |     |         |   |  |   |         |   |  |   |         |   
|Net Interest Income   |  | $    | 1,295.2 |     |  | $   | 1,293.5 |      |  | $   | 1,291.1 |   |  | $ | 1,281.1 |   |  | $ | 1,260.3 |   
|Difference from flat  |  | $    | 14.1    |     |  | $   | 12.4    |      |  | $   | 10.0    |   |  | $ |        |   |  | $ | (20.8   | ) 
|% variance            |  |      | 1.1     | %   |  |     | 1.0     | %    |  |     | 0.8     | % |  |   |        | % |  |   | (1.6    | )%
|                     
|January 1, 2002       |  |      |         |     |  |     |         |      |  |     |         |   |  |   |         |   |  |   |         |   
|Net Interest Income   |  | $    | 850.5   |     |  | $   | 855.5   |      |  | $   | 859.0   |   |  | $ | 857.9   |   |  | $ | 855.4   |   
|Difference from flat  |  | $    | (7.4    | )   |  | $   | (2.4    | )    |  | $   | 1.1     |   |  | $ |        |   |  | $ | (2.5    | ) 
|% variance            |  |      | (0.9    | )%  |  |     | 0.3     | %    |  |     | 0.1     | % |  |   |        | % |  |   | (0.3    | )%
|                     

The changes in the models are due to differences in interest rate environments
which include the absolute level of interest rates, the shape of the yield
curve and spreads between benchmark rates.

SIGNIFICANT ASSUMPTIONS UTILIZED AND INHERENT LIMITATIONS

The significant net interest income changes for each interest rate scenario
presented above include assumptions based on accelerating or decelerating
mortgage prepayments in declining or rising scenarios, respectively, and
adjusting deposit levels and mix in the different interest rate scenarios. The
magnitude of changes to both areas in turn are based upon analyses of
customers behavior in differing rate environments. However, these analyses
may differ from actual future customer behavior. For example, actual
prepayments may differ from current assumptions as prepayments are affected by
many variables which cannot be predicted with certainty (e.g. prepayments of
mortgages may differ on fixed and adjustable loans depending upon current
interest rates, expectations of future interest rates, availability of
refinancing, economic benefit to borrower, financial viability of borrower,
etc.).

As with any model for analyzing interest rate risk, certain limitations are
inherent in the method of analysis presented above. For example, the actual
impact on net interest income due to certain interest rate shocks may differ
from those projections presented should market conditions vary from assumptions
used in the analysis. Furthermore, the analysis does not consider the effects
of a changed level of overall economic activity that could exist in certain
interest rate environments. Moreover, the method of analysis used does not
take into account the actions that management might take to respond to changes
in interest rates because of inherent difficulties in determining the
likelihood or impact of any such response.

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PART II. OTHER INFORMATION




Item 2. Changes in Securities and Use of Proceeds

Effective March 15, 2002, the registrant sold 29,684,249 newly issued
shares of its Class A Common Stock, par value $0.01 per share, to its parent,
BNP Paribas, in a Section 4(2) private placement. The registrant received $1.6
billion in cash for the stock, and used the proceeds as part of the
consideration paid to acquire United California Bank.




Item 6. Exhibits and Reports on Form 8-K

Exhibits

|                        |  |                                                                                                                                                                                                                              
|----------------------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit 2.1             |  | Agreement and Plan of Merger, among BancWest
Corporation, BNP Paribas and Chauchat L.L.C. is
incorporated by reference to Annex A to the
Corporations Proxy Statement filed on Schedule 14A
with the SEC on August 20, 2001.
|                       
|Exhibit 12              |  | Statement regarding computation of ratios.                                                                                                                                                                                   
|                       
|(b) Reports on Form 8-K |  | A Report on Form 8-K filed March 15, 2002 reported, under
Item 2, the acquisition of all of the outstanding stock of United
California Bank.                                                                                 

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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, thereunto duly authorized.

|                  |                                                                                                   |                   
|----------------- | ------------------------------------------------------------------------------------------------- | ------------------
|                  | BANCWEST CORPORATION
                (Registrant)                                                
|                 
|Date May 14, 2002 | By                                                                                                | /s/ Howard H. Karr
|                  |                                                                                                  
|                  | Howard H. Karr
Executive Vice President and Chief Financial Officer
(principal financial officer)

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EXHIBIT INDEX

|        |  |                                                                                                                                                                                                                              
|------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit |  |                                                                                                                                                                                                                              
|Number  |  | Description                                                                                                                                                                                                                  
|        |  |                                                                                                                                                                                                                              
|2.1     |  | Agreement and Plan of Merger, among BancWest Corporation, BNP
Paribas and Chauchat L.L.C. is incorporated by reference to Annex A to
the Corporations Proxy Statement filed on Schedule 14A with the SEC on
August 20, 2001.
|       
|12      |  | Statement regarding computation of ratios.