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UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWASHINGTON, 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
|          
|          
|          
|          
|           |  | For the quarterly period ended June 30, 2001                                           

OR

|      |  |                                                                                         
|----- |  | ----------------------------------------------------------------------------------------
|[   ] |  | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
|      |  | 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)                               

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

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(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 July 31, 2001 was:

|                                      |  |                   |  | 
|------------------------------------- |  | ----------------- |  | 
|Class                                 |  | Outstanding      
|                                      |  |                  
|Common Stock, $1.00 Par Value         |  | 68,738,869 Shares
|                                     
|                                     
|                                     
|                                     
|Class A Common Stock, $1.00 Par Value |  | 56,074,874 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 STOCKHOLDERS 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 4. Submission of Matters to a Vote of Security Holders                                  
|PART II. OTHER INFORMATION   
|                              | Item 6. Exhibits and Reports on Form 8-K                                                     
|SIGNATURES                   
|EXHIBIT INDEX                
|Exhibit 12                   
|Exhibit 10.26                



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##### Table of Contents



PART I. FINANCIAL INFORMATION

|                           |  |                                                                                                            |  |        
|-------------------------- |  | ---------------------------------------------------------------------------------------------------------- |  | -------
|                           |  |                                                                                                            |  | Page   
|                           |  |                                                                                                            |  |        
|Item 1.                    |  | Financial Statements (Unaudited)                                                                           |  |        
|                          
|                          
|                          
|                          
|                           |  | Consolidated Balance Sheets at June 30, 2001, December 31, 2000 and
June 30, 2000                          |  | 2 - 3  
|                          
|                          
|                          
|                          
|                           |  | Consolidated Statements of Income for the three and six months ended
June 30, 2001 and 2000                |  | 4      
|                          
|                          
|                          
|                          
|                           |  | Consolidated Statements of Changes in Stockholders Equity for the
six months ended June 30, 2001 and 2000 |  | 5      
|                          
|                          
|                          
|                          
|                           |  | Consolidated Statements of Cash Flows for the six months ended
June 30, 2001 and 2000                      |  | 6      
|                          
|                          
|                          
|                          
|                           |  | Notes to Consolidated Financial Statements                                                                 |  | 7 - 9  
|                          
|                          
|                          
|                          
|Item 2.                    |  | Managements Discussion and Analysis of Financial Condition
and Results of Operations                      |  | 10 - 29
|                          
|                          
|                          
|                          
|Item 3.                    |  | Quantitative and Qualitative Disclosures About Market Risk                                                 |  | 29     
|                          
|                          
|                          
|                          
|PART II. OTHER INFORMATION
|                          
|                          
|                          
|                          
|Item 4.                    |  | Submission of Matters to a Vote of Security Holders                                                        |  | 31     
|                          
|                          
|                          
|                          
|Item 6.                    |  | Exhibits and Reports on Form 8-K                                                                           |  | 32     
|                          
|                          
|                          
|                          
|SIGNATURES                 |  |                                                                                                            |  | 33     
|                          
|                          
|                          
|                          
|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)

|                                                                                      |                                  |                     |            |                |            |              |            |            |            |   |            |            |            | 
|------------------------------------------------------------------------------------- | -------------------------------- | ------------------- | ---------- | -------------- | ---------- | ------------ | ---------- | ---------- | ---------- | - | ---------- | ---------- | ---------- | 
|                                                                                      |                                  |                     |            | June 30,       |            | December 31, |            | June 30,  
|                                                                                      |                                  |                     |            | 2001           |            | 2000         |            | 2000      
|                                                                                      |                                  |                     |            |                |            |              |            |           
|                                                                                      |                                  |                     |            | (in thousands)
|Assets                                                                                |                                  |                     |            |                |            |              |            |            |            |   |            |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Cash and due from banks                                                               |                                  | $                   | 780,564    |                |            | $            | 873,599    |            |            | $ | 754,176    |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Interest-bearing deposits in other banks                                              |                                  |                     | 208,826    |                |            |              | 5,972      |            |            |   | 251,335    |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Federal funds sold and securities purchased
under agreements to resell                |                                  |                     | 85,000     |                |            |              | 307,100    |            |            |   | 129,000    |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Investment securities:                                                                |                                  |                     |            |                |            |              |            |            |            |   |            |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      | Held-to-maturity                 |                     |            | 97,764         |            |              |            | 92,940     |            |   |            | 109,201    |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      | Available-for-sale               |                     |            | 2,164,189      |            |              |            | 1,960,780  |            |   |            | 1,978,354  |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Loans and leases:                                                                     |                                  |                     |            |                |            |              |            |            |            |   |            |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      | Loans and leases                 |                     |            | 14,528,631     |            |              |            | 13,971,831 |            |   |            | 13,385,312 |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      | Less allowance for credit losses |                     |            | 191,698        |            |              |            | 172,443    |            |   |            | 169,340    |           
|                                                                                      |                                  |                     |            |                |            |              |            |            |            |   |            |           
|Net loans and leases                                                                  |                                  |                     | 14,336,933 |                |            |              | 13,799,388 |            |            |   | 13,215,972 |           
|                                                                                      |                                  |                     |            |                |            |              |            |            |            |   |            |           
|Premises and equipment, net                                                           |                                  |                     | 286,810    |                |            |              | 276,012    |            |            |   | 273,611    |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Customers acceptance liability                                                       |                                  |                     | 1,127      |                |            |              | 1,080      |            |            |   | 887        |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Core deposit intangible, net                                                          |                                  |                     | 74,080     |                |            |              | 56,640     |            |            |   | 61,078     |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Goodwill, net                                                                         |                                  |                     | 673,763    |                |            |              | 599,139    |            |            |   | 612,355    |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Other real estate owned and repossessed
personal property                             |                                  |                     | 21,467     |                |            |              | 27,479     |            |            |   | 27,800     |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Other assets                                                                          |                                  |                     | 585,460    |                |            |              | 456,937    |            |            |   | 423,282    |           
|                                                                                      |                                  |                     |            |                |            |              |            |            |            |   |            |           
|Total assets                                                                          |                                  | $                   | 19,315,983 |                |            | $            | 18,457,066 |            |            | $ | 17,837,051 |           
|                                                                                      |                                  |                     |            |                |            |              |            |            |            |   |            |           
|Liabilities and Stockholders Equity                                                  |                                  |                     |            |                |            |              |            |            |            |   |            |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Deposits:                                                                             |                                  |                     |            |                |            |              |            |            |            |   |            |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      | Domestic:                        |                     |            |                |            |              |            |            |            |   |            |            |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |                                  | Interest-bearing    |            | $              | 11,169,811 |              |            | $          | 10,899,009 |   |            | $          | 10,482,396 | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      |                                  | Noninterest-bearing |            |                | 3,200,251  |              |            |            | 2,955,880  |   |            |            | 2,755,786  | 
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                      | Foreign                          |                     |            | 245,512        |            |              |            | 273,250    |            |   |            | 273,359    |           
|                                                                                      |                                  |                     |            |                |            |              |            |            |            |   |            |           
|Total deposits                                                                        |                                  |                     | 14,615,574 |                |            |              | 14,128,139 |            |            |   | 13,511,541 |           
|                                                                                      |                                  |                     |            |                |            |              |            |            |            |   |            |           
|Federal funds purchased and securities sold
under agreements to repurchase            |                                  |                     | 561,554    |                |            |              | 577,620    |            |            |   | 641,557    |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Other short-term borrowings                                                           |                                  |                     | 147,612    |                |            |              | 91,448     |            |            |   | 104,429    |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Acceptances outstanding                                                               |                                  |                     | 1,127      |                |            |              | 1,080      |            |            |   | 887        |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Other liabilities                                                                     |                                  |                     | 878,745    |                |            |              | 786,863    |            |            |   | 689,210    |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Long-term debt                                                                        |                                  |                     | 780,334    |                |            |              | 632,423    |            |            |   | 886,664    |           
|                                                                                     
|                                                                                     
|                                                                                     
|                                                                                     
|Guaranteed preferred beneficial interests
in Companys junior subordinated debentures |                                  |                     | 250,000    |                |            |              | 250,000    |            |            |   | 100,000    |           
|                                                                                      |                                  |                     |            |                |            |              |            |            |            |   |            |           
|Total liabilities                                                                     |                                  | $                   | 17,234,946 |                |            | $            | 16,467,573 |            |            | $ | 15,934,288 |           
|                                                                                      |                                  |                     |            |                |            |              |            |            |            |   |            |           

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

2



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##### Table of Contents



BancWest Corporation and SubsidiariesCONSOLIDATED BALANCE SHEETS, Continued(Unaudited)

|                                           |                                                                                                                                         |                                                                                  |                                                                  |           |                |        |              |           |          |        |            |           |        |        | 
|------------------------------------------ | --------------------------------------------------------------------------------------------------------------------------------------- | -------------------------------------------------------------------------------- | ---------------------------------------------------------------- | --------- | -------------- | ------ | ------------ | --------- | -------- | ------ | ---------- | --------- | ------ | ------ | 
|                                           |                                                                                                                                         |                                                                                  |                                                                  |           | June 30,       |        | December 31, |           | June 30,
|                                           |                                                                                                                                         |                                                                                  |                                                                  |           | 2001           |        | 2000         |           | 2000    
|                                           |                                                                                                                                         |                                                                                  |                                                                  |           |                |        |              |           |         
|                                           |                                                                                                                                         |                                                                                  |                                                                  |           | (in thousands)
|Stockholders equity:                      |                                                                                                                                         |                                                                                  |                                                                  |           |                |        |              |           |          |        |            |          
|                                          
|                                          
|                                          
|                                          
|                                           | Preferred
stock, par value $1 per share                                                                                                
|                                           |                                                                                                                                         | Authorized and unissued - 50,000,000 shares                                      |                                                                  | $         |               |        |              | $         |         |        |            | $         |       |       
|                                          
|                                          
|                                          
|                                          
|                                           | Class A common stock, par value $1 per share                                                                                            |                                                                                  |                                                                  |           |                |        |              |           |          |        |            |           |       
|                                          
|                                          
|                                          
|                                          
|                                           |                                                                                                                                         | Authorized - 150,000,000 shares in 2001 and
75,000,000 shares in 2000           
|                                           |                                                                                                                                         | Issued - 56,074,874 shares at June 30, 2001,
December 31, 2000 and June 30, 2000 |                                                                  |           | 56,075         |        |              |           | 56,075   |        |            |           | 56,075 |       
|                                          
|                                          
|                                          
|                                          
|                                           | Common stock, par value $1 per share                                                                                                    |                                                                                  |                                                                  |           |                |        |              |           |          |        |            |           |       
|                                          
|                                          
|                                          
|                                          
|                                           |                                                                                                                                         | Authorized - 400,000,000 shares in 2001 and
200,000,000 shares in 2000           |                                                                  |           |                |        |              |           |          |        |            |           |        |       
|                                          
|                                          
|                                          
|                                          
|                                           |                                                                                                                                         | Issued - 71,102,674, 71,041,450 and 71,018,144 shares at                         |                                                                  |           |                |        |              |           |          |        |            |           |        |       
|                                          
|                                          
|                                          
|                                          
|                                           |                                                                                                                                         |                                                                                  | June 30, 2001, December 31, 2000 and
June 30, 2000, respectively |           |                | 71,103 |              |           |          | 71,041 |            |           |        | 71,018 | 
|                                          
|                                          
|                                          
|                                          
|                                           | Surplus                                                                                                                                 |                                                                                  |                                                                  | 1,126,739 |                |        |              | 1,125,652 |          |        |            | 1,124,783 |       
|                                          
|                                          
|                                          
|                                          
|                                           | Retained earnings                                                                                                                       |                                                                                  |                                                                  | 850,644   |                |        |              | 770,350   |          |        |            | 699,720   |       
|                                          
|                                          
|                                          
|                                          
|                                           | Accumulated other comprehensive income, net                                                                                             |                                                                                  |                                                                  | 14,530    |                |        |              | 7,601     |          |        |            | (11,546   | )     
|                                          
|                                          
|                                          
|                                          
|                                           | Treasury stock, at cost - 2,367,178, 2,565,581 and 2,414,185 shares
at June 30, 2001, December 31, 2000 and
June 30, 2000, respectively |                                                                                  |                                                                  | (38,054   | )              |        |              | (41,226   | )        |        |            | (37,287   | )     
|                                           |                                                                                                                                         |                                                                                  |                                                                  |           |                |        |              |           |          |        |            |           |       
|Total stockholders equity                 |                                                                                                                                         |                                                                                  | 2,081,037                                                        |           |                |        | 1,989,493    |           |          |        | 1,902,763  |          
|                                           |                                                                                                                                         |                                                                                  |                                                                  |           |                |        |              |           |          |        |            |           |       
|Total liabilities and stockholders equity |                                                                                                                                         | $                                                                                | 19,315,983                                                       |           |                | $      | 18,457,066   |           |          | $      | 17,837,051 |          
|                                           |                                                                                                                                         |                                                                                  |                                                                  |           |                |        |              |           |          |        |            |           |       

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

3



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##### Table of Contents






BancWest Corporation and SubsidiariesCONSOLIDATED STATEMENTS OF INCOME(Unaudited)

|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |         | 
|------------------------------------------------------- | ----------------------------------------------------- | - | ---------------------------------------------------------- | ------- | ------------------------- | - | ----------- | ------- | ---- | - | ----------- | ------- |  | - | ----------- | ------- | 
|                                                        |                                                       |   | Three Months Ended June 30,                                |         | Six Months Ended June 30,
|                                                        |                                                       |   |                                                            |         |                          
|                                                        |                                                       |   | 2001                                                       |         | 2000                      |   | 2001        |         | 2000
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |     
|                                                        |                                                       |   | (in thousands, except number of shares and per share data)
|Interest income                                         |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                       
|                                                       
|                                                       
|                                                       
|Interest and fees on loans                              |                                                       | $ | 257,400                                                    |         |                           | $ | 250,438     |         |      | $ | 519,842     |         |  | $ | 484,583     |        
|                                                       
|                                                       
|                                                       
|                                                       
|Lease financing income                                  |                                                       |   | 36,373                                                     |         |                           |   | 31,797      |         |      |   | 71,968      |         |  |   | 62,451      |        
|                                                       
|                                                       
|                                                       
|                                                       
|Interest on investment securities:                      |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                       
|                                                       
|                                                       
|                                                       
|                                                        | Taxable interest income                               |   |                                                            | 33,558  |                           |   |             | 35,377  |      |   |             | 66,751  |  |   |             | 68,639  | 
|                                                       
|                                                       
|                                                       
|                                                       
|                                                        | Exempt from Federal income taxes                      |   |                                                            | 119     |                           |   |             | 221     |      |   |             | 237     |  |   |             | 496     | 
|                                                       
|                                                       
|                                                       
|                                                       
|Other interest income                                   |                                                       |   | 6,110                                                      |         |                           |   | 6,426       |         |      |   | 13,613      |         |  |   | 9,477       |        
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                        | Total interest income                                 |   |                                                            | 333,560 |                           |   |             | 324,259 |      |   |             | 672,411 |  |   |             | 625,646 | 
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|Interest expense                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                       
|                                                       
|                                                       
|                                                       
|Deposits                                                |                                                       |   | 105,861                                                    |         |                           |   | 110,313     |         |      |   | 226,282     |         |  |   | 209,811     |        
|                                                       
|                                                       
|                                                       
|                                                       
|Short-term borrowings                                   |                                                       |   | 9,894                                                      |         |                           |   | 14,351      |         |      |   | 20,112      |         |  |   | 25,704      |        
|                                                       
|                                                       
|                                                       
|                                                       
|Long-term debt                                          |                                                       |   | 19,117                                                     |         |                           |   | 12,866      |         |      |   | 37,956      |         |  |   | 24,130      |        
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                        | Total interest expense                                |   |                                                            | 134,872 |                           |   |             | 137,530 |      |   |             | 284,350 |  |   |             | 259,645 | 
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                        | Net interest income                                   |   |                                                            | 198,688 |                           |   |             | 186,729 |      |   |             | 388,061 |  |   |             | 366,001 | 
|                                                       
|                                                       
|                                                       
|                                                       
|Provision for credit losses                             |                                                       |   | 23,150                                                     |         |                           |   | 16,250      |         |      |   | 58,350      |         |  |   | 29,180      |        
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                        | Net interest income after provision for
credit losses |   |                                                            | 175,538 |                           |   |             | 170,479 |      |   |             | 329,711 |  |   |             | 336,821 | 
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|Noninterest income                                      |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                       
|                                                       
|                                                       
|                                                       
|Service charges on deposit accounts                     |                                                       |   | 22,573                                                     |         |                           |   | 18,445      |         |      |   | 43,009      |         |  |   | 35,437      |        
|                                                       
|                                                       
|                                                       
|                                                       
|Trust and investment services income                    |                                                       |   | 8,083                                                      |         |                           |   | 8,723       |         |      |   | 17,210      |         |  |   | 17,783      |        
|                                                       
|                                                       
|                                                       
|                                                       
|Other service charges and fees                          |                                                       |   | 20,198                                                     |         |                           |   | 18,480      |         |      |   | 38,572      |         |  |   | 36,468      |        
|                                                       
|                                                       
|                                                       
|                                                       
|Securities gains (losses), net                          |                                                       |   | 19,936                                                     |         |                           |   | (31         | )       |      |   | 61,236      |         |  |   | (31         | )      
|                                                       
|                                                       
|                                                       
|                                                       
|Other                                                   |                                                       |   | 9,006                                                      |         |                           |   | 12,591      |         |      |   | 18,268      |         |  |   | 18,588      |        
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                        | Total noninterest income                              |   |                                                            | 79,796  |                           |   |             | 58,208  |      |   |             | 178,295 |  |   |             | 108,245 | 
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|Noninterest expense                                     |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                       
|                                                       
|                                                       
|                                                       
|Salaries and wages                                      |                                                       |   | 51,390                                                     |         |                           |   | 45,219      |         |      |   | 100,767     |         |  |   | 90,557      |        
|                                                       
|                                                       
|                                                       
|                                                       
|Employee benefits                                       |                                                       |   | 18,844                                                     |         |                           |   | 13,914      |         |      |   | 36,817      |         |  |   | 27,761      |        
|                                                       
|                                                       
|                                                       
|                                                       
|Occupancy expense                                       |                                                       |   | 17,006                                                     |         |                           |   | 15,559      |         |      |   | 33,241      |         |  |   | 30,916      |        
|                                                       
|                                                       
|                                                       
|                                                       
|Outside services                                        |                                                       |   | 11,999                                                     |         |                           |   | 12,091      |         |      |   | 23,502      |         |  |   | 24,130      |        
|                                                       
|                                                       
|                                                       
|                                                       
|Intangible amortization                                 |                                                       |   | 11,136                                                     |         |                           |   | 9,162       |         |      |   | 21,420      |         |  |   | 18,302      |        
|                                                       
|                                                       
|                                                       
|                                                       
|Equipment expense                                       |                                                       |   | 7,558                                                      |         |                           |   | 7,158       |         |      |   | 15,090      |         |  |   | 14,344      |        
|                                                       
|                                                       
|                                                       
|                                                       
|Restructuring, integration and other
nonrecurring costs |                                                       |   |                                                           |         |                           |   |            |         |      |   | 3,935       |         |  |   |            |        
|                                                       
|                                                       
|                                                       
|                                                       
|Other                                                   |                                                       |   | 29,783                                                     |         |                           |   | 32,340      |         |      |   | 63,032      |         |  |   | 61,010      |        
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                        | Total noninterest expense                             |   |                                                            | 147,716 |                           |   |             | 135,443 |      |   |             | 297,804 |  |   |             | 267,020 | 
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|Income before income taxes                              |                                                       |   | 107,618                                                    |         |                           |   | 93,244      |         |      |   | 210,202     |         |  |   | 178,046     |        
|                                                       
|                                                       
|                                                       
|                                                       
|Provision for income taxes                              |                                                       |   | 41,677                                                     |         |                           |   | 39,262      |         |      |   | 82,514      |         |  |   | 74,633      |        
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|Net income                                              |                                                       | $ | 65,941                                                     |         |                           | $ | 53,982      |         |      | $ | 127,688     |         |  | $ | 103,413     |        
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|Per share data(1):                                      |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                       
|                                                       
|                                                       
|                                                       
|                                                        | Basic earnings                                        |   | $                                                          | .52     |                           |   | $           | .43     |      |   | $           | 1.02    |  |   | $           | .83     | 
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                        | Diluted earnings                                      |   | $                                                          | .52     |                           |   | $           | .43     |      |   | $           | 1.01    |  |   | $           | .83     | 
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|                                                        | Cash dividends                                        |   | $                                                          | .19     |                           |   | $           | .17     |      |   | $           | .38     |  |   | $           | .34     | 
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        
|Average shares outstanding(1)                           |                                                       |   | 124,756,064                                                |         |                           |   | 124,658,343 |         |      |   | 124,707,251 |         |  |   | 124,643,846 |        
|                                                        |                                                       |   |                                                            |         |                           |   |             |         |      |   |             |         |  |   |             |        



---

|(1) |  | Per share data and average shares outstanding were computed on a combined basis using average Class A common stock
and common stock.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------

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

4



---



##### Table of Contents






BancWest Corporation and SubsidiariesCONSOLIDATED STATEMENTS OF
CHANGES IN STOCKHOLDERS 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, 2000                            |                                                                             | $ | 56,075                                |   |        | $ | 71,041  |   |          | $ | 1,125,652   |   |               | $ | 770,350  |         |       | $ | 7,601       |        |   | $ | (41,226 | ) |  | $ | 1,989,493 |        
|                                                     
|                                                     
|                                                     
|                                                     
|Comprehensive income:                                 |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |         |       |   |             |        |   |   |         |   |  |   |           |        
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      | Net income                                                                  |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          | 127,688 |       |   |             |       |   |   |         |  |  |   |           | 127,688 |  
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      | Unrealized valuation adjustment,
net of tax and reclassification
adjustment |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          |        |       |   |             | 6,929  |   |   |         |  |  |   |           | 6,929   |  
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |         |       |   |             |        |   |   |         |   |  |   |           |        
|                                                      | Comprehensive income                                                        |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          | 127,688 |       |   |             | 6,929  |   |   |         |  |  |   |           | 134,617 |  
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |         |       |   |             |        |   |   |         |   |  |   |           |        
|Issuance of common stock                              |                                                                             |   |                                      |   |        |   | 62      |   |          |   | (76         | ) |               |   |         |         |       |   |            |        |   |   |        |   |  |   | (14       | )      
|                                                     
|                                                     
|                                                     
|                                                     
|Incentive Plan for Key Executives                     |                                                                             |   |                                      |   |        |   |        |   |          |   | 30          |   |               |   |         |         |       |   |            |        |   |   |        |   |  |   | 30        |        
|                                                     
|                                                     
|                                                     
|                                                     
|Issuance of treasury stock under
Stock Incentive Plan |                                                                             |   |                                      |   |        |   |        |   |          |   | 1,133       |   |               |   |         |         |       |   |            |        |   |   | 3,172   |   |  |   | 4,305     |        
|                                                     
|                                                     
|                                                     
|                                                     
|Cash dividends ($.38 per share)                       |                                                                             |   |                                      |   |        |   |        |   |          |   |            |   |               |   | (47,394  | )       |       |   |            |        |   |   |        |   |  |   | (47,394   | )      
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |         |       |   |             |        |   |   |         |   |  |   |           |        
|Balance, June 30, 2001                                |                                                                             | $ | 56,075                                |   |        | $ | 71,103  |   |          | $ | 1,126,739   |   |               | $ | 850,644  |         |       | $ | 14,530      |        |   | $ | (38,054 | ) |  | $ | 2,081,037 |        
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |         |       |   |             |        |   |   |         |   |  |   |           |        
|Balance, December 31, 1999                            |                                                                             | $ | 51,630                                |   |        | $ | 75,419  |   |          | $ | 1,124,512   |   |               | $ | 638,687  |         |       | $ | (9,873      | )      |   | $ | (37,645 | ) |  | $ | 1,842,730 |        
|                                                     
|                                                     
|                                                     
|                                                     
|Comprehensive income:                                 |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |         |       |   |             |        |   |   |         |   |  |   |           |        
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      | Net income                                                                  |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          | 103,413 |       |   |             |       |   |   |         |  |  |   |           | 103,413 |  
|                                                     
|                                                     
|                                                     
|                                                     
|                                                      | Unrealized valuation adjustment,
net of tax and reclassification
adjustment |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          |        |       |   |             | (1,673 | ) |   |         |  |  |   |           | (1,673  | )
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |         |       |   |             |        |   |   |         |   |  |   |           |        
|                                                      | Comprehensive income                                                        |   |                                       |  |        |   |         |  |          |   |             |  |               |   |          | 103,413 |       |   |             | (1,673 | ) |   |         |  |  |   |           | 101,740 |  
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |         |       |   |             |        |   |   |         |   |  |   |           |        
|Conversion of common stock to
Class A common stock    |                                                                             |   | 4,445                                 |   |        |   | (4,445  | ) |          |   |            |   |               |   |         |         |       |   |            |        |   |   |        |   |  |   |          |        
|                                                     
|                                                     
|                                                     
|                                                     
|Issuance of common stock                              |                                                                             |   |                                      |   |        |   | 44      |   |          |   | 305         |   |               |   |         |         |       |   |            |        |   |   |        |   |  |   | 349       |        
|                                                     
|                                                     
|                                                     
|                                                     
|Incentive Plan for Key Executives                     |                                                                             |   |                                      |   |        |   |        |   |          |   | (2          | ) |               |   |         |         |       |   |            |        |   |   | 58      |   |  |   | 56        |        
|                                                     
|                                                     
|                                                     
|                                                     
|Issuance of treasury stock under
Stock Incentive Plan |                                                                             |   |                                      |   |        |   |        |   |          |   | (32         | ) |               |   |         |         |       |   |            |        |   |   | 300     |   |  |   | 268       |        
|                                                     
|                                                     
|                                                     
|                                                     
|Cash dividends ($.34 per share)                       |                                                                             |   |                                      |   |        |   |        |   |          |   |            |   |               |   | (42,380  | )       |       |   |            |        |   |   |        |   |  |   | (42,380   | )      
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |         |       |   |             |        |   |   |         |   |  |   |           |        
|Balance, June 30, 2000                                |                                                                             | $ | 56,075                                |   |        | $ | 71,018  |   |          | $ | 1,124,783   |   |               | $ | 699,720  |         |       | $ | (11,546     | )      |   | $ | (37,287 | ) |  | $ | 1,902,763 |        
|                                                      |                                                                             |   |                                       |   |        |   |         |   |          |   |             |   |               |   |          |         |       |   |             |        |   |   |         |   |  |   |           |        

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

5



---



##### Table of Contents






BancWest Corporation and SubsidiariesCONSOLIDATED STATEMENTS OF CASH FLOWS(Unaudited)

|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |          |         |  
|------------------------------------------------------------------------------- | ----------------------------------------------------------------------------------------------------- | ------------------------------------------------------- | -------- | ------------------------- | ------- | ---- | ---------- | -------- | ------- | -
|                                                                                |                                                                                                       |                                                         |          | Six Months Ended June 30,
|                                                                                |                                                                                                       |                                                         |          |                          
|                                                                                |                                                                                                       |                                                         |          | 2001                      |         | 2000
|                                                                                |                                                                                                       |                                                         |          |                           |         |     
|                                                                                |                                                                                                       |                                                         |          | (in thousands)           
|Cash flows from operating activities:                                           |                                                                                                       |                                                         |          |                           |         |      |            |         
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Net income                                                                                            |                                                         | $        | 127,688                   |         |      | $          | 103,413  |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Adjustments to reconcile net income to net cash
provided by operating activities:                     |                                                         |          |                           |         |      |            |          |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                |                                                                                                       | Provision for credit losses                             |          |                           | 58,350  |      |            |          | 29,180  |  
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                |                                                                                                       | Net gain on disposition of assets                       |          |                           |        |      |            |          | (1,218  | )
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                |                                                                                                       | Depreciation and amortization                           |          |                           | 38,608  |      |            |          | 35,570  |  
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                |                                                                                                       | Income taxes                                            |          |                           | 79,398  |      |            |          | 53,938  |  
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                |                                                                                                       | Decrease (increase) in interest receivable              |          |                           | 7,466   |      |            |          | (10,454 | )
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                |                                                                                                       | Decrease in interest payable                            |          |                           | (43,372 | )    |            |          | (11,266 | )
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                |                                                                                                       | Increase in prepaid expenses                            |          |                           | (1,641  | )    |            |          | (7,602  | )
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                |                                                                                                       | Restructuring, integration and other
nonrecurring costs |          |                           | 3,935   |      |            |          |        |  
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                |                                                                                                       | Other                                                   |          |                           | (40,671 | )    |            |          | 8,725   |  
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|Net cash provided by operating activities                                       |                                                                                                       |                                                         | 229,761  |                           |         |      | 200,286    |         
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|Cash flows from investing activities:                                           |                                                                                                       |                                                         |          |                           |         |      |            |         
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Net increase in interest-bearing deposits
in other banks                                              |                                                         |          | (202,854                  | )       |      |            | (242,200 | )      
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Net decrease (increase) in Federal funds sold and
securities purchased under agreements to resell     |                                                         |          | 447,100                   |         |      |            | (57,900  | )      
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Proceeds from maturity of held-to-maturity
investment securities                                      |                                                         |          | 28,214                    |         |      |            | 33,667   |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Purchase of held-to-maturity investment securities                                                    |                                                         |          | (33,038                   | )       |      |            |         |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Proceeds from maturity of available-for-sale
investment securities                                    |                                                         |          | 938,533                   |         |      |            | 324,264  |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Purchase of available-for-sale investment securities                                                  |                                                         |          | (1,103,094                | )       |      |            | (444,418 | )      
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Proceeds from sale of available-for-sale
investment securities                                        |                                                         |          |                          |         |      |            | 7,025    |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Proceeds from sale of Concord stock                                                                   |                                                         |          | 45,359                    |         |      |            |         |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Purchase of bank owned life insurance                                                                 |                                                         |          | (102,708                  | )       |      |            |         |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Net increase in loans and leases to customers                                                         |                                                         |          | (368,196                  | )       |      |            | (890,120 | )      
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Net cash provided by acquisitions                                                                     |                                                         |          | 632,965                   |         |      |            |         |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Purchase of premises and equipment                                                                    |                                                         |          | (9,742                    | )       |      |            | (4,381   | )      
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Other                                                                                                 |                                                         |          | (1,167                    | )       |      |            | (771     | )      
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|Net cash provided by (used in) investing activities                             |                                                                                                       |                                                         | 271,372  |                           |         |      | (1,274,834 | )       
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|Cash flows from financing activities:                                           |                                                                                                       |                                                         |          |                           |         |      |            |         
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Net increase (decrease) in deposits                                                                   |                                                         |          | (739,104                  | )       |      |            | 633,589  |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Net increase (decrease) in Federal funds purchased and securities
sold under agreements to repurchase |                                                         |          | (16,066                   | )       |      |            | 156,454  |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Net increase in other short-term borrowings                                                           |                                                         |          | 56,164                    |         |      |            | 85,555   |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Proceeds from long-term debt                                                                          |                                                         |          | 147,911                   |         |      |            | 184,872  |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Cash dividends paid                                                                                   |                                                         |          | (47,394                   | )       |      |            | (42,380  | )      
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Proceeds from issuance (payments on exercise) of
common stock options                                 |                                                         |          | (14                       | )       |      |            | 349      |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Proceeds from issuance of treasury stock                                                              |                                                         |          | 4,335                     |         |      |            | 324      |        
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|Net cash provided by (used in) financing activities                             |                                                                                                       |                                                         | (594,168 | )                         |         |      | 1,018,763  |         
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|Net decrease in cash and due from banks                                         |                                                                                                       |                                                         | (93,035  | )                         |         |      | (55,785    | )       
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|Cash and due from banks at beginning of period                                  |                                                                                                       |                                                         | 873,599  |                           |         |      | 809,961    |         
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|Cash and due from banks at end of period                                        |                                                                                                       | $                                                       | 780,564  |                           |         | $    | 754,176    |         
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|Supplemental disclosures:                                                       |                                                                                                       |                                                         |          |                           |         |      |            |         
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Interest paid                                                                                         |                                                         | $        | 321,186                   |         |      | $          | 270,911  |        
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|                                                                                | Income taxes paid                                                                                     |                                                         | $        | 3,116                     |         |      | $          | 20,695   |        
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|Supplemental schedule of noncash investing
and financing activities:            |                                                                                                       |                                                         |          |                           |         |      |            |         
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Loans converted into other real estate owned and
repossessed personal property                        |                                                         | $        | 3,802                     |         |      | $          | 10,792   |        
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|                                                                                | Loans made to facilitate the sale of other real estate owned                                          |                                                         | $        | 3,563                     |         |      | $          | 3,203    |        
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|In connection with branch acquisitions, the following
liabilities were assumed: |                                                                                                       |                                                         |          |                           |         |      |            |         
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Fair value of assets acquired                                                                         |                                                         | $        | 14,682                    |         |      | $          |         |        
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|                                                                                | Cash received                                                                                         |                                                         |          | 632,965                   |         |      |            |         |        
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         
|Liabilities assumed                                                             |                                                                                                       | $                                                       | 647,647  |                           |         | $    |           |         
|                                                                                |                                                                                                       |                                                         |          |                           |         |      |            |         

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

6



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##### Table of Contents






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: First
Hawaiian Bank and its wholly-owned subsidiaries (First Hawaiian); Bank of the
West and its wholly-owned subsidiaries (Bank of the West); 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 2000 Consolidated Financial Statements were reclassified in certain
respects to conform to the 2001 presentation. Such reclassifications did not
have a material effect on the Consolidated Financial Statements.

2. New Pronouncements

In September 2000, the Financial Accounting Standards Board (FASB)
issued Statement of Accounting Standards (SFAS) No. 140, Accounting for
Transfer and Servicing of Financial Assets and Extinguishments of Liabilities
(a replacement of SFAS No. 125) . This statement revises the standards for
accounting for securitizations and other transfers of financial assets and
collateral and requires certain disclosures, but it carries over most of SFAS
No. 125s provisions without reconsideration. This statement is effective for
transfers and servicing of financial assets and extinguishments of liabilities
occurring after March 31, 2001. This statement is effective for the
recognition and reclassification of collateral and for disclosure relating to
securitization transactions and collateral for fiscal years ending after
December 15, 2000. The adoption of SFAS No. 140 did not have a material effect on
the Companys Consolidated Financial Statements.

In January 2001, the
Company adopted 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. SFAS No. 133, as amended by SFAS Nos. 137 and 138,
requires the recognition of all derivative instruments in the statement of
financial position as either assets or liabilities and the measurement of
derivative instruments at fair value. The accounting for gains or losses
resulting from changes in the value of those derivatives depends on the
intended use of the derivative and whether it qualifies for hedge accounting.
The transition adjustment resulting from the adoption and implementation of
SFAS No. 133, as amended by SFAS Nos. 137 and 138, did not have a material
effect on the Companys Consolidated Financial Statements. The adoption of
these new standards was not material because the Company does not engage in
significant transactions that are covered within the scope of SFAS No. 133, as
amended by SFAS Nos. 137 and 138, specifically as it relates to the use of
derivative financial instruments.

In July 2001, the FASB issued Statement of Financial Accounting Standards 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. SFAS No. 141 also establishes specific criteria
for the recognition of intangible assets separately from goodwill and requires
unallocated negative goodwill to be written off immediately as an extraordinary
gain (instead of being deferred and amortized). 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 is currently evaluating the effects of applying the provisions of SFAS
No. 141 in the accounting and reporting for the proposed acquisition of the
Company by BNP Paribas. The acquisition, subject to Company stockholders and
regulatory approval, is expected to be consummated in the third quarter of
2001.

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 financial accounting and reporting for
intangible assets acquired individually or with a group of other assets (but
not those acquired in a business combination) at and subsequent to acquisition.
The provisions of SFAS No. 142 are effective for fiscal years beginning after
December 15, 2001 and apply to goodwill and other intangible assets recognized
in an entitys statement of financial position at the beginning of that fiscal
year, regardless of when those previously recognized assets were initially
recognized. The Company is currently evaluating the effects of adopting the
provisions of SFAS No. 142 on January 1, 2002.

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##### Table of Contents



BancWest Corporation and SubsidiariesNOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

3. Common Stock Information

The following is a reconciliation of the numerators and denominators used
to calculate the Companys basic and diluted earnings per share for the periods
indicated:

|                                                             |                                    |  |                                                            |        |                |  |           |             |             |  |                |     |           |  |   |        |  |  |         |             |  |  |   |     | 
|------------------------------------------------------------ | ---------------------------------- |  | ---------------------------------------------------------- | ------ | -------------- |  | --------- | ----------- | ----------- |  | -------------- | --- | --------- |  | - | ------ |  |  | ------- | ----------- |  |  | - | --- | 
|                                                             |                                    |  | Three Months Ended June 30,                               
|                                                             |                                    |  |                                                           
|                                                             |                                    |  | 2001                                                       |        | 2000          
|                                                             |                                    |  |                                                            |        |               
|                                                             |                                    |  | Income                                                     |        | Average Shares |  | Per Share |             | Income      |  | Average Shares |     | Per Share
|                                                             |                                    |  | (Numerator)                                                |        | (Denominator)  |  | Amount    |             | (Numerator) |  | (Denominator)  |     | Amount   
|                                                             |                                    |  |                                                            |        |                |  |           |             |             |  |                |     |          
|                                                             |                                    |  | (in thousands, except number of shares and per share data)
|Basic:                                                       |                                    |  |                                                            |        |                |  |           |             |             |  |                |     |           |  |   |        |  |  |         |             |  |  |   |    
|                                                            
|                                                            
|                                                            
|                                                            
|                                                             | Net income                         |  | $                                                          | 65,941 |                |  |           | 124,756,064 |             |  | $              | .52 |           |  | $ | 53,982 |  |  |         | 124,658,343 |  |  | $ | .43 | 
|                                                            
|                                                            
|                                                            
|                                                            
|Effect of dilutive securities -
Stock Incentive
Plan options |                                    |  |                                                           |        |                |  | 1,987,009 |             |             |  |               |     |           |  |  |        |  |  | 353,956 |             |  |  |  |    
|                                                             |                                    |  |                                                            |        |                |  |           |             |             |  |                |     |           |  |   |        |  |  |         |             |  |  |   |     | 
|Diluted:                                                     |                                    |  |                                                            |        |                |  |           |             |             |  |                |     |           |  |   |        |  |  |         |             |  |  |   |    
|                                                            
|                                                            
|                                                            
|                                                            
|                                                             | Net income and
assumed conversions |  | $                                                          | 65,941 |                |  |           | 126,743,073 |             |  | $              | .52 |           |  | $ | 53,982 |  |  |         | 125,012,299 |  |  | $ | .43 | 
|                                                             |                                    |  |                                                            |        |                |  |           |             |             |  |                |     |           |  |   |        |  |  |         |             |  |  |   |     | 

|                                                             |                                    |  |                                                            |         |                |  |           |             |             |  |                |      |           |  |   |         |  |  |         |             |  |  |   |     | 
|------------------------------------------------------------ | ---------------------------------- |  | ---------------------------------------------------------- | ------- | -------------- |  | --------- | ----------- | ----------- |  | -------------- | ---- | --------- |  | - | ------- |  |  | ------- | ----------- |  |  | - | --- | 
|                                                             |                                    |  | Six Months Ended June 30,                                 
|                                                             |                                    |  |                                                           
|                                                             |                                    |  | 2001                                                       |         | 2000          
|                                                             |                                    |  |                                                            |         |               
|                                                             |                                    |  | Income                                                     |         | Average Shares |  | Per Share |             | Income      |  | Average Shares |      | Per Share
|                                                             |                                    |  | (Numerator)                                                |         | (Denominator)  |  | Amount    |             | (Numerator) |  | (Denominator)  |      | Amount   
|                                                             |                                    |  |                                                            |         |                |  |           |             |             |  |                |      |          
|                                                             |                                    |  | (in thousands, except number of shares and per share data)
|Basic:                                                       |                                    |  |                                                            |         |                |  |           |             |             |  |                |      |           |  |   |         |  |  |         |             |  |  |   |    
|                                                            
|                                                            
|                                                            
|                                                            
|                                                             | Net income                         |  | $                                                          | 127,688 |                |  |           | 124,707,251 |             |  | $              | 1.02 |           |  | $ | 103,413 |  |  |         | 124,643,846 |  |  | $ | .83 | 
|                                                            
|                                                            
|                                                            
|                                                            
|Effect of dilutive securities -
Stock Incentive
Plan options |                                    |  |                                                           |         |                |  | 1,761,737 |             |             |  |               |      |           |  |  |         |  |  | 201,202 |             |  |  |  |    
|                                                             |                                    |  |                                                            |         |                |  |           |             |             |  |                |      |           |  |   |         |  |  |         |             |  |  |   |     | 
|Diluted:                                                     |                                    |  |                                                            |         |                |  |           |             |             |  |                |      |           |  |   |         |  |  |         |             |  |  |   |    
|                                                            
|                                                            
|                                                            
|                                                            
|                                                             | Net income and
assumed conversions |  | $                                                          | 127,688 |                |  |           | 126,468,988 |             |  | $              | 1.01 |           |  | $ | 103,413 |  |  |         | 124,845,048 |  |  | $ | .83 | 
|                                                             |                                    |  |                                                            |         |                |  |           |             |             |  |                |      |           |  |   |         |  |  |         |             |  |  |   |     | 

4. Impaired Loans

The following table summarizes impaired loan information as of and for the
six months ended June 30, 2001 and 2000 and as of and for the year ended
December 31, 2000:

|                                                                                         |  |                |         |                   |  |               |         |  |  |   |        | 
|---------------------------------------------------------------------------------------- |  | -------------- | ------- | ----------------- |  | ------------- | ------- |  |  | - | ------ | 
|                                                                                         |  | June 30, 2001  |         | December 31, 2000 |  | June 30, 2000
|                                                                                         |  |                |         |                   |  |              
|                                                                                         |  | (in thousands)
|Impaired loans with related allowance for credit
losses calculated under SFAS No. 114    |  | $              | 91,674  |                   |  | $             | 77,518  |  |  | $ | 80,207 | 
|                                                                                        
|                                                                                        
|                                                                                        
|                                                                                        
|Impaired loans with no related allowance for credit
losses calculated under SFAS No. 114 |  |                | 31,604  |                   |  |               | 35,358  |  |  |   | 7,367  | 
|                                                                                         |  |                |         |                   |  |               |         |  |  |   |        | 
|Impaired loans                                                                           |  | $              | 123,278 |                   |  | $             | 112,876 |  |  | $ | 87,574 | 
|                                                                                         |  |                |         |                   |  |               |         |  |  |   |        | 
|Total allowance for credit losses on impaired loans                                      |  | $              | 20,315  |                   |  | $             | 14,702  |  |  | $ | 15,066 | 
|                                                                                        
|                                                                                        
|                                                                                        
|                                                                                        
|Average impaired loans                                                                   |  |                | 127,563 |                   |  |               | 93,572  |  |  |   | 91,186 | 
|                                                                                        
|                                                                                        
|                                                                                        
|                                                                                        
|Interest income recognized on impaired loans                                             |  |                | 1,036   |                   |  |               | 5,099   |  |  |   | 1,682  | 

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.

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BancWest Corporation and SubsidiariesNOTES TO CONSOLIDATED FINANCIAL STATEMENTS(Unaudited)

5. Merger with BancWest Corporation and Related Matters

On November 1, 1998, we consummated the merger (the BancWest Merger) of
the former BancWest Corporation, parent company of Bank of the West, with and
into First Hawaiian, Inc. (FHI). FHI, the surviving corporation of the
BancWest Merger, changed its name to BancWest Corporation on November 1, 1998.

We recorded pre-tax restructuring, BancWest Merger-related and other
nonrecurring costs totaling $25.5 million in 1998. In connection with
recording these costs, a liability of $11.3 million was recorded in 1998, of
which $2.5 million remained accrued as of December 31, 2000. During the first
six months of 2001, this liability was reduced by $961,000 related to excess
leased commercial properties. As of June 30, 2001, $1.5 million related to
excess leased commercial properties remained accrued and a majority of the
amount related to excess leased commercial property will be fully amortized by
December 2002.

6. Acquisitions

In the first quarter of 2001, we acquired 30 branches in Nevada and New
Mexico. These branches were divested by First Security Corporation in
connection with its merger with Wells Fargo & Company. We incurred a total of
$5.2 million in integration costs related to these branch acquisitions during
and since the fourth quarter of 2000. We recorded $3.9 million of that amount
in the first quarter of 2001.

On May 31, 2001, we signed a definitive agreement to acquire Union Bank of
Californias loan and deposit accounts in Guam and Saipan. We will assume
branch deposits (approximately $200 million) and buy various loans from the
branches.

7. Operating Segments

As of June 30, 2001, we had two reportable operating segments: Bank of the
West and First Hawaiian. The Bank of the West segment 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 and six months ended June 30, 2001 and 2000, respectively:

|                    |  |                             |        |          |  |       |       |       |  |             |       |              |  |   |        |   |  |   |        | 
|------------------- |  | --------------------------- | ------ | -------- |  | ----- | ----- | ----- |  | ----------- | ----- | ------------ |  | - | ------ | - |  | - | ------ | 
|                    |  | Three Months Ended June 30,
|                    |  |                            
|                    |  | Bank                        |        |          |  |       |       |       |  |             |       |              |  |   |        |   |  |  
|                    |  | of the                      |        | First    |  |       |       |       |  | Reconciling |       | Consolidated
|                    |  | West                        |        | Hawaiian |  | Other |       | Items |  | Totals     
|                    |  |                             |        |          |  |       |       |       |  |            
|                    |  | (in millions)              
|2001                |  |                             |        |          |  |       |       |       |  |             |       |              |  |   |        |   |  |   |        | 
|                   
|                   
|                   
|                   
|Net interest income |  | $                           | 120    |          |  | $     | 82    |       |  | $           | (3    | )            |  | $ |       |   |  | $ | 199    | 
|                   
|                   
|                   
|                   
|Net income          |  |                             | 35     |          |  |       | 33    |       |  |             | (2    | )            |  |   |       |   |  |   | 66     | 
|                   
|                   
|                   
|                   
|Segment assets      |  |                             | 12,323 |          |  |       | 7,424 |       |  |             | 3,385 |              |  |   | (3,816 | ) |  |   | 19,316 | 
|                   
|                   
|                   
|                   
|2000                |  |                             |        |          |  |       |       |       |  |             |       |              |  |   |        |   |  |   |        | 
|                   
|                   
|                   
|                   
|Net interest income |  | $                           | 105    |          |  | $     | 83    |       |  | $           | (1    | )            |  | $ |       |   |  | $ | 187    | 
|                   
|                   
|                   
|                   
|Net income          |  |                             | 28     |          |  |       | 28    |       |  |             | (2    | )            |  |   |       |   |  |   | 54     | 
|                   
|                   
|                   
|                   
|Segment assets      |  |                             | 10,530 |          |  |       | 7,389 |       |  |             | 2,865 |              |  |   | (2,947 | ) |  |   | 17,837 | 

|                    |  |                           |        |          |  |       |       |       |  |             |       |              |  |   |        |   |  |   |        | 
|------------------- |  | ------------------------- | ------ | -------- |  | ----- | ----- | ----- |  | ----------- | ----- | ------------ |  | - | ------ | - |  | - | ------ | 
|                    |  | Six Months Ended June 30,
|                    |  |                          
|                    |  | Bank                      |        |          |  |       |       |       |  |             |       |              |  |   |        |   |  |  
|                    |  | of the                    |        | First    |  |       |       |       |  | Reconciling |       | Consolidated
|                    |  | West                      |        | Hawaiian |  | Other |       | Items |  | Totals     
|                    |  |                           |        |          |  |       |       |       |  |            
|                    |  | (in millions)            
|2001                |  |                           |        |          |  |       |       |       |  |             |       |              |  |   |        |   |  |   |        | 
|                   
|                   
|                   
|                   
|Net interest income |  | $                         | 232    |          |  | $     | 163   |       |  | $           | (7    | )            |  | $ |       |   |  | $ | 388    | 
|                   
|                   
|                   
|                   
|Net income          |  |                           | 69     |          |  |       | 64    |       |  |             | (5    | )            |  |   |       |   |  |   | 128    | 
|                   
|                   
|                   
|                   
|Segment assets      |  |                           | 12,323 |          |  |       | 7,424 |       |  |             | 3,385 |              |  |   | (3,816 | ) |  |   | 19,316 | 
|                   
|                   
|                   
|                   
|2000                |  |                           |        |          |  |       |       |       |  |             |       |              |  |   |        |   |  |   |        | 
|                   
|                   
|                   
|                   
|Net interest income |  | $                         | 207    |          |  | $     | 162   |       |  | $           | ( 3   | )            |  | $ |       |   |  | $ | 366    | 
|                   
|                   
|                   
|                   
|Net income          |  |                           | 53     |          |  |       | 54    |       |  |             | (4    | )            |  |   |       |   |  |   | 103    | 
|                   
|                   
|                   
|                   
|Segment assets      |  |                           | 10,530 |          |  |       | 7,389 |       |  |             | 2,865 |              |  |   | (2,947 | ) |  |   | 17,837 | 

The reconciling items in the tables above are primarily inter-company eliminations.

9



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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.
BancWests forward-looking statements (such as those concerning its 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; (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 financial services business; (7) not
obtaining shareholder approval for the proposed BNP Paribas acquisition; (8)
action by regulators that may result in the delay or denial of approvals of
pending acquisitions or impose burdensome conditions in connection with such
approvals; (9) customer or employee attrition following commencement of these
pending transactions; (10) delay or difficulty in completing branch and account
conversions on Guam and Saipan; (11) extensive federal and state regulation of
our business, including the effect of current and pending legislation and
regulations; (12) whether expected revenue enhancements and cost savings are
realized within expected time frames; (13) whether Bank of the West is
successful in retaining and further developing loan, deposit, customer and
employee relationships relating to its recently acquired Nevada and New Mexico
branches; (14) 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; (15) our reliance on third parties to provide certain
critical services, including data processing; (16) the proposal or adoption of
changes in accounting standards by the Financial Accounting Standards Board,
the Securities and Exchange Commission or other standard setting bodies; (17)
technological changes; (18) other risks and uncertainties discussed in this
document or detailed from time to time in other Securities and Exchange
Commission filings that we make, including our 2000 Report on Form 10-K; and
(19) managements ability to manage risks that result from these and other
factors.

BancWests 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 referred to in this
analysis 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
discreet 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, integration and other nonrecurring
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.

BNP PARIBAS ACQUISITION AGREEMENT

BancWest Corporation, BNP Paribas (BNP Paribas), and Chauchat L.L.C., a
Delaware limited liability company and wholly-owned subsidiary of BNP Paribas
(Chauchat L.L.C.), entered into a definitive Agreement and Plan of Merger,
dated as of May 8, 2001 and on July 19, 2001 amended and restated that
agreement. Pursuant to the merger agreement, Chauchat L.L.C. will merge with
and into BancWest, with BancWest as the surviving corporation, and BancWest
will become a wholly-owned subsidiary of BNP Paribas. As a result of the
merger, (i) each issued and outstanding share of BancWest common stock (other
than shares owned by BancWest or any wholly-owned subsidiary of BancWest and
shares held by a holder who properly demands appraisal rights under Delaware
law) will be converted into the right to receive $35.00 in cash and (ii) each
issued and outstanding share of BancWest Class A common stock will remain
outstanding. Consummation of the merger is subject to various conditions,
including receipt of the approval of the amended merger agreement by BancWests
stockholders and receipt of requisite regulatory approvals. The amended merger
agreement and a related press release were filed with a Report on Form 8-K on
July 20, 2001. Among other things, the amended merger agreement permits
BancWest to pay a prorata dividend to holders of BancWest common stock under
specified circumstances.

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BancWest Corporation and Subsidiaries
CONSOLIDATED FINANCIAL HIGHLIGHTS(Unaudited)

|                                                                           |  |                             |        |                           |  |      |        |      |  |   |         |   |  |   |         |  
|-------------------------------------------------------------------------- |  | --------------------------- | ------ | ------------------------- |  | ---- | ------ | ---- |  | - | ------- | - |  | - | ------- | -
|                                                                           |  | Three Months Ended June 30, |        | Six Months Ended June 30,
|                                                                           |  |                             |        |                          
|(dollars in thousands, except per share data)                              |  | 2001                        |        | 2000                      |  | 2001 |        | 2000
|                                                                           |  |                             |        |                           |  |      |        |     
|Earnings and Dividends:                                                    |  |                             |        |                           |  |      |        |      |  |   |         |   |  |   |         |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Net income                                                                 |  | $                           | 65,941 |                           |  | $    | 53,982 |      |  | $ | 127,688 |   |  | $ | 103,413 |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Cash dividends                                                             |  |                             | 23,707 |                           |  |      | 21,193 |      |  |   | 47,394  |   |  |   | 42,380  |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Per Share Data:                                                            |  |                             |        |                           |  |      |        |      |  |   |         |   |  |   |         |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Diluted earnings                                                           |  | $                           | .52    |                           |  | $    | .43    |      |  | $ | 1.01    |   |  | $ | .83     |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Cash dividends                                                             |  |                             | .19    |                           |  |      | .17    |      |  |   | .38     |   |  |   | .34     |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Book value (at June 30)                                                    |  |                             |        |                           |  |      |        |      |  |   | 16.67   |   |  |   | 15.26   |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Market price (NYSE close at June 30)                                       |  |                             |        |                           |  |      |        |      |  |   | 34.40   |   |  |   | 16.44   |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Selected Financial Ratios:                                                 |  |                             |        |                           |  |      |        |      |  |   |         |   |  |   |         |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Return on average total assets (ROA)                                       |  |                             |        |                           |  |      |        |      |  |   | 1.35    | % |  |   | 1.21    | %
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Return on average stockholders equity (ROE)                               |  |                             |        |                           |  |      |        |      |  |   | 12.55   |   |  |   | 11.14   |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Net interest margin (taxable-equivalent
basis)                             |  |                             |        |                           |  |      |        |      |  |   | 4.62    |   |  |   | 4.80    |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Allowance for credit losses to total loans and
leases (at June 30)         |  |                             |        |                           |  |      |        |      |  |   | 1.32    |   |  |   | 1.27    |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Nonperforming assets to total assets
(at June 30)                          |  |                             |        |                           |  |      |        |      |  |   | .68     |   |  |   | .69     |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Allowance for credit losses to nonperforming
loans and leases (at June 30) |  |                             |        |                           |  |      |        |      |  |   | 1.74    | x |  |   | 1.79    | x
|                                                                           |  |                             |        |                           |  |      |        |      |  |   |         |   |  |   |         |  
|Non-GAAP Information(1)                                                    |  |                             |        |                           |  |      |        |      |  |   |         |   |  |   |         |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Operating earnings(2)                                                      |  | $                           | 65,941 |                           |  | $    | 53,982 |      |  | $ | 130,030 |   |  | $ | 103,413 |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Cash earnings(3)                                                           |  |                             | 75,646 |                           |  |      | 62,169 |      |  |   | 145,949 |   |  |   | 119,781 |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Operating cash earnings(2),(3)                                             |  |                             | 75,646 |                           |  |      | 62,169 |      |  |   | 148,291 |   |  |   | 119,781 |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Per Share Data (Diluted):                                                  |  |                             |        |                           |  |      |        |      |  |   |         |   |  |   |         |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Operating earnings(2)                                                      |  | $                           | .52    |                           |  | $    | .43    |      |  | $ | 1.03    |   |  | $ | .83     |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Cash earnings(3)                                                           |  |                             | .59    |                           |  |      | .50    |      |  |   | 1.15    |   |  |   | .96     |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Operating cash earnings(2),(3)                                             |  |                             | .59    |                           |  |      | .50    |      |  |   | 1.17    |   |  |   | .96     |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Selected Financial Ratios:                                                 |  |                             |        |                           |  |      |        |      |  |   |         |   |  |   |         |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Operating return on average total
assets (ROA)(2)                          |  |                             |        |                           |  |      |        |      |  |   | 1.37    | % |  |   | 1.21    | %
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Return on average tangible assets(4)                                       |  |                             |        |                           |  |      |        |      |  |   | 1.63    |   |  |   | 1.46    |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Operating return on average stockholders
equity (ROE)(2)                  |  |                             |        |                           |  |      |        |      |  |   | 12.78   |   |  |   | 11.14   |  
|                                                                          
|                                                                          
|                                                                          
|                                                                          
|Return on average tangible stockholders
equity(4)                         |  |                             |        |                           |  |      |        |      |  |   | 22.73   |   |  |   | 20.35   |  



---

|(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.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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|(2) |  | Excluding after-tax restructuring, integration and other nonrecurring costs of $2,342,000 in the first quarter of 2001.                                                                                           
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|(3) |  | Excluding amortization of goodwill and core deposit intangible.                                                                                                                                                   
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|(4) |  | Defined as operating cash earnings as a percentage of average total assets or average stockholders equity minus
average goodwill and core deposit intangible.                                                    

11



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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 and six months ended June 30, 2001 to the
same period in 2000:

|                            |                  |                                |  |                |         |      |  |          |         |  |  |  |      |  
|--------------------------- | ---------------- | ------------------------------ |  | -------------- | ------- | ---- |  | -------- | ------- |  |  |  | ---- | -
|                            |                  |                                |  | 2001           |         | 2000 |  | % Change
|                            |                  |                                |  |                |         |      |  |         
|                            |                  |                                |  | (in thousands)
|Three months ended June 30, |                  |                                |  |                |         |      |  |          |         |  |  | 
|                           
|                           
|                           
|                           
|                            |                  | Net income                     |  | $              | 65,941  | (1)  |  | $        | 53,982  |  |  |  | 22.2 | %
|                            |                  |                                |  |                |         |      |  |          |         |  |  |  |      |  
|                            | Non-GAAP income: |                                |  |                |         |      |  |          |         |  |  |  |     
|                           
|                           
|                           
|                           
|                            |                  | Cash earnings(2)               |  |                | 75,646  | (1)  |  |          | 62,169  |  |  |  | 21.7 |  
|                           
|                           
|                           
|                           
|Six months ended June 30,   |                  |                                |  |                |         |      |  |          |         |  |  | 
|                           
|                           
|                           
|                           
|                            |                  | Net income                     |  | $              | 127,688 | (3)  |  | $        | 103,413 |  |  |  | 23.5 | %
|                            |                  |                                |  |                |         |      |  |          |         |  |  |  |      |  
|                            | Non-GAAP income: |                                |  |                |         |      |  |          |         |  |  |  |     
|                           
|                           
|                           
|                           
|                            |                  | Operating earnings(4)          |  |                | 130,030 | (3)  |  |          | 103,413 |  |  |  | 25.7 |  
|                           
|                           
|                           
|                           
|                            |                  | Cash earnings(2)               |  |                | 145,949 | (3)  |  |          | 119,781 |  |  |  | 21.8 |  
|                           
|                           
|                           
|                           
|                            |                  | Operating cash earnings(2),(4) |  |                | 148,291 | (3)  |  |          | 119,781 |  |  |  | 23.8 |  



|(1) |  | Includes a $7.3 million after-tax net effect of the additional gain realized on the sale
of the Concord securities in June 2001 and an additional provision for credit losses.
Excluding the after-tax net effect of the gain and additional provision for credit losses,
second quarter 2001 earnings and cash earnings were $58.6 million and $68.3 million,
respectively.                                                                                                                                                                
|--- |  | --------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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|(2) |  | Excluding after-tax amortization of goodwill and core deposit intangibles.                                                                                                                                                                                                                                                                                                                                                                                                                                                                  
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|(3) |  | Includes $14.9 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 earnings and cash
earnings for the six months ended June 30, 2001 were $112.8 million and $131 million,
respectively. Operating earnings and operating cash earnings, excluding the net after-tax
effect of the aforementioned items, were $115.1 million and $133.4 million, respectively.
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|(4) |  | Excluding after-tax integration costs of $2.3 million related to the Nevada and New Mexico
branch acquisitions in the first quarter of 2001.                                                                                                                                                                                                                                                                                                                                                                                                

Additional gains realized on the sale of stock of Concord EFS, Inc. (Concord)
were the primary reason for increases in net income and cash earnings for the
three months ended June 30, 2001 compared to the same period in 2000. We
realized an $18.5 million pre-tax gain on the sale of Concord stock in the
second quarter of 2001, in addition to the $41.3 million pre-tax gain
recognized in the first quarter of 2001. In the second quarter of 2001, we
recorded $9.8 million in additional provision for credit losses. In the second
quarter of 2001, the net after-tax impact of the additional realized gain on
the sale of the Concord stock and the additional provision for credit losses
increased our net income and cash earnings by $7.3 million over the same period
in 2000. Also, contributing to the increase in our net income and cash
earnings in the second quarter of 2001 over the same period in 2000 was
increased contribution from our Bank of the West operating segment, including a
full quarter of operations from our newly-acquired branches in Nevada and New
Mexico.

The increases in net income, operating earnings, cash earnings and operating
cash earnings for the first six months of 2001 compared to the same period in
2000 were primarily due to a $59.8 million pre-tax gain stemming from the sale
of Concord stock. We received stock of Concord due to Concords acquisition of
Star Systems, Inc. In addition to the Concord security gain, revenues
increased because of the growth in loan volumes in the mainland United States,
contribution from 30 newly-acquired branches in Nevada and New Mexico in 2001
and increased noninterest income. These increases were partially offset by a
$32.8 million (pre-tax) additional provision for credit losses, a committed
donation to a private charitable foundation of $5 million (pre-tax) and other
nonrecurring items totaling $398,000 (pre-tax). Considered together, the
after-tax net effect of the Concord security gain, the additional provision for
credit losses, the charitable contribution and the other nonrecurring items
added $14.9 million to our net income, operating earnings, cash earnings and
operating cash earnings for the six months ended June 30, 2001.

12



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##### Table of Contents



The following table shows diluted earnings, operating earnings, cash earnings
and operating cash earnings per share for the three and six months ended June
30, 2001 compared to the same period in 2000. All per-share data have been
calculated to include both common and Class A common shares.

|                            |                              |                                         |  |      |      |      |  |          |     |  |  |  |      |  
|--------------------------- | ---------------------------- | --------------------------------------- |  | ---- | ---- | ---- |  | -------- | --- |  |  |  | ---- | -
|                            |                              |                                         |  | 2001 |      | 2000 |  | % Change
|                            |                              |                                         |  |      |      |      |  |         
|Three months ended June 30, |                              |                                         |  |      |      |      |  |          |     |  |  | 
|                           
|                           
|                           
|                           
|                            |                              | Diluted earnings                        |  | $    | .52  | (1)  |  | $        | .43 |  |  |  | 20.9 | %
|                            |                              |                                         |  |      |      |      |  |          |     |  |  |  |      |  
|                           
|                           
|                           
|                           
|                            | Non-GAAP earnings per share: |                                         |  |      |      |      |  |          |     |  |  |  |     
|                           
|                           
|                           
|                           
|                            |                              | Diluted cash earnings(2)                |  |      | .59  | (1)  |  |          | .50 |  |  |  | 18.0 |  
|                           
|                           
|                           
|                           
|Six months ended June 30,   |                              |                                         |  |      |      |      |  |          |     |  |  | 
|                           
|                           
|                           
|                           
|                            |                              | Diluted earnings                        |  | $    | 1.01 | (3)  |  | $        | .83 |  |  |  | 21.7 | %
|                            |                              |                                         |  |      |      |      |  |          |     |  |  |  |      |  
|                           
|                           
|                           
|                           
|                            | Non-GAAP earnings per share: |                                         |  |      |      |      |  |          |     |  |  |  |     
|                           
|                           
|                           
|                           
|                            |                              | Diluted operating earnings(4)           |  |      | 1.03 | (3)  |  |          | .83 |  |  |  | 24.1 |  
|                           
|                           
|                           
|                           
|                            |                              | Diluted cash earnings(2)                |  |      | 1.15 | (3)  |  |          | .96 |  |  |  | 19.8 |  
|                           
|                           
|                           
|                           
|                            |                              | Diluted
operating cash earnings(2), (4) |  |      | 1.17 | (3)  |  |          | .96 |  |  |  | 21.9 |  



|(1) |  | Includes a $7.3 million after-tax net effect of the additional gain realized on the sale
of the Concord securities in June 2001 and an additional provision for credit losses.
Excluding the after-tax net effect of the gain and additional provision for credit losses,
second quarter 2001 diluted earnings and cash earnings per share were $.46 and $.54,
respectively.
|--- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
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|(2) |  | Excluding after-tax amortization of goodwill and core deposit intangibles.                                                                                                                                                                                                                                                                                                  
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|(3) |  | Includes $14.9 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, the first six
months of 2001 earnings and cash earnings per share were $.89 and $1.04, respectively.                      
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|(4) |  | Excluding after-tax integration costs of $2.3 million related to the Nevada and New Mexico
branch acquisitions in the first quarter of 2001.                                                                                                                                                                                                                                

13



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##### Table of Contents



NET INCOME, Continued

The table below shows the return on average total assets, the return on average
tangible assets, the return on average stockholders equity and the return on
average tangible stockholders equity for the first six months of 2001 compared
to the same period in 2000. The return on average tangible assets is defined
as operating cash earnings as a percentage of average total tangible assets.
The return on average tangible stockholders equity is defined as operating
cash earnings as a percentage of average stockholders equity minus average
goodwill and core deposit intangibles.

|                                                    |  |      |       |      |  |          |       |   |  |  |      |  
|--------------------------------------------------- |  | ---- | ----- | ---- |  | -------- | ----- | - |  |  | ---- | -
|                                                    |  | 2001 |       | 2000 |  | % Change
|                                                    |  |      |       |      |  |         
|Return on average total assets                      |  |      | 1.35  | %    |  |          | 1.21  | % |  |  | 11.6 | %
|                                                   
|                                                   
|                                                   
|                                                   
|Return on average stockholders equity              |  |      | 12.55 |      |  |          | 11.14 |   |  |  | 12.7 |  
|                                                   
|                                                   
|                                                   
|                                                   
|Non-GAAP returns                                    |  |      |       |      |  |          |       |   |  |  |      |  
|                                                   
|                                                   
|                                                   
|                                                   
|Operating return on average total assets(1)         |  |      | 1.37  |      |  |          | 1.21  |   |  |  | 13.2 |  
|                                                   
|                                                   
|                                                   
|                                                   
|Return on average tangible assets(1)                |  |      | 1.63  |      |  |          | 1.46  |   |  |  | 11.6 |  
|                                                   
|                                                   
|                                                   
|                                                   
|Operating return on average stockholders equity(1) |  |      | 12.78 |      |  |          | 11.14 |   |  |  | 14.7 |  
|                                                   
|                                                   
|                                                   
|                                                   
|Return on average tangible stockholders equity(1)  |  |      | 22.73 |      |  |          | 20.35 |   |  |  | 11.7 |  



|(1) |  | Ratios are computed excluding after-tax integration costs related to the Nevada and New Mexico branch acquisitions in the first quarter of 2001.
|--- |  | ------------------------------------------------------------------------------------------------------------------------------------------------

The increases in the above returns were a result of the higher profitability of
our assets and stockholders equity, with revenues increasing at a faster pace
than expenses for the first six months of 2001 compared to the same period in
2000.

NET INTEREST INCOME

The following table compares net interest income on a taxable-equivalent basis
for the three and six months ended June 30, 2001 to the same periods in 2000:

|                            |                     |  |                |         |      |  |          |         |  |  |  |     |  
|--------------------------- | ------------------- |  | -------------- | ------- | ---- |  | -------- | ------- |  |  |  | --- | -
|                            |                     |  | 2001           |         | 2000 |  | % Change
|                            |                     |  |                |         |      |  |         
|                            |                     |  | (in thousands) |         |      |  |         
|Three months ended June 30, |                     |  |                |         |      |  |          |         |  |  |  |    
|                           
|                           
|                           
|                           
|                            | Net interest income |  | $              | 198,766 |      |  | $        | 186,832 |  |  |  | 6.4 | %
|                           
|                           
|                           
|                           
|Six months ended June 30,   |                     |  |                |         |      |  |          |         |  |  |  |    
|                           
|                           
|                           
|                           
|                            | Net interest income |  | $              | 388,214 |      |  | $        | 366,269 |  |  |  | 6.0 | %

The increase in net interest income for the three months ended June 30, 2001
over the same period in 2000 was primarily due to an increase in average
earning assets of 9.0%, or $1.4 billion, and a 37-basis-point decrease (1% equals 100
basis points) in the
rate paid on funding sources, partially offset by a 49-basis-point decline in the
yield on average earning assets. In addition, lower cost of funds resulted
from higher average noninterest-bearing deposits, which increased by $430.8
million, or 16.0%, in the second quarter of 2001 over the same period in 2000.

The increase in net interest income for the six months ended June 30, 2001 over
the same period in 2000 was primarily due to an increase in average earning
assets of 10.5%, or $1.6 billion and a 2-basis-point decline in the rate paid on funding sources, partially offset by a
20-basis-point decline in the yield on average earning assets. The lower cost
of funds is also a result of higher average noninterest-bearing deposits, which
increased by $411.9 million, or 15.6%, in the first six months of 2001 over the
same period in 2000.

14



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##### Table of Contents



NET INTEREST INCOME, Continued

The following table compares net interest margin for the three and six months
ended June 30, 2001 to the same periods in 2000:

|                            |                                 |  |      |      |      |  |                |      |   |  |  |     |  
|--------------------------- | ------------------------------- |  | ---- | ---- | ---- |  | -------------- | ---- | - |  |  | --- | -
|                            |                                 |  |      |      |      |  | Change        
|                            |                                 |  | 2001 |      | 2000 |  | (Basis Points)
|                            |                                 |  |      |      |      |  |               
|Three months ended June 30, |                                 |  |      |      |      |  |                |      |   |  |  |    
|                           
|                           
|                           
|                           
|                            | Yield on average earning assets |  |      | 7.82 | %    |  |                | 8.31 | % |  |  | (49 | )
|                           
|                           
|                           
|                           
|                            | Rate paid on funding sources    |  |      | 3.16 |      |  |                | 3.53 |   |  |  | (37 | )
|                            |                                 |  |      |      |      |  |                |      |   |  |  |    
|                            | Net interest margin             |  |      | 4.66 |      |  |                | 4.78 |   |  |  | (12 | )
|                           
|                           
|                           
|                           
|Six months ended June 30,   |                                 |  |      |      |      |  |                |      |   |  |  |    
|                           
|                           
|                           
|                           
|                            | Yield on average earning assets |  |      | 8.00 | %    |  |                | 8.20 | % |  |  | (20 | )
|                           
|                           
|                           
|                           
|                            | Rate paid on funding sources    |  |      | 3.38 |      |  |                | 3.40 |   |  |  | (2  | )
|                            |                                 |  |      |      |      |  |                |      |   |  |  |    
|                            | Net interest margin             |  |      | 4.62 |      |  |                | 4.80 |   |  |  | (18 | )

In the three-month period ended June 30, 2001, as compared to the same period
in 2000, the net interest margin declined by 12 basis points, primarily due to
the decline on the yield on average earning assets of 49 basis points,
partially offset by a decrease in the rate paid on funding sources of 37 basis
points. The decline in yields and rates primarily reflects the continuing
effects on the general level of interest rates of primarily Federal Reserve
actions.

The decrease in the net interest margin in the first six months of 2001 as
compared to the same period in 2000 is primarily due to the 20-basis-point
decrease in the yield on average earning assets, reflecting a rapidly changing
interest rate environment over the last 12 months. The Federal Reserves
benchmark Federal Funds rate has changed nine times in the period between
January 2000 and June 2001. Although there have been six decreases in the
first six months of 2001, the effects of these decreases will take some time to
be fully reflected in the repricing of our assets and liabilities. For further
discussions of the impact that the changing interest environment has had on the
rate paid on deposits, see page 20.

The decrease in the yield on average earning assets in the first six months of
2001, as compared to the same period in 2000, was partially offset by the
2-basis-point decrease on the rate paid on funding sources. The interest rate
spread, the difference between the yield on average earning assets and the rate
paid on interest-bearing deposits and liabilities, has decreased by 22 basis
points to 3.64% in the first six months of 2001, as compared to the same period
in 2000.

|                            |                                                   |  |                |            |      |  |          |            |  |  |  |      |  
|--------------------------- | ------------------------------------------------- |  | -------------- | ---------- | ---- |  | -------- | ---------- |  |  |  | ---- | -
|                            |                                                   |  | 2001           |            | 2000 |  | % Change
|                            |                                                   |  |                |            |      |  |         
|                            |                                                   |  | (in thousands) |            |      |  |         
|Three months ended June 30, |                                                   |  |                |            |      |  |          |            |  |  |  |     
|                           
|                           
|                           
|                           
|                            | Average earning assets                            |  | $              | 17,123,696 |      |  | $        | 15,704,218 |  |  |  | 9.0  | %
|                           
|                           
|                           
|                           
|                            | Average loans and leases                          |  |                | 14,401,157 |      |  |          | 13,156,686 |  |  |  | 9.5  |  
|                           
|                           
|                           
|                           
|                            | Average interest-bearing
deposits and liabilities |  |                | 13,249,065 |      |  |          | 12,307,296 |  |  |  | 7.7  |  
|                           
|                           
|                           
|                           
|Six months ended June 30,   |                                                   |  |                |            |      |  |          |            |  |  |  |     
|                           
|                           
|                           
|                           
|                            | Average earning assets                            |  | $              | 16,950,114 |      |  | $        | 15,346,207 |  |  |  | 10.5 | %
|                           
|                           
|                           
|                           
|                            | Average loans and leases                          |  |                | 14,274,044 |      |  |          | 12,906,009 |  |  |  | 10.6 |  
|                           
|                           
|                           
|                           
|                            | Average interest-bearing
deposits and liabilities |  |                | 13,140,994 |      |  |          | 12,027,429 |  |  |  | 9.3  |  

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, with significant increases in consumer loan and lease
financing volumes. Also contributing to the increase in average loans and
leases was the addition of the 30 branches in Nevada and New Mexico in the
first 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 and capital
securities. Expansion of our customer deposit base, primarily from our Bank of
the West operating segment, contributed to the increase. The deposits added
from the branches acquired in Nevada and New Mexico also increased average
deposits.

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 2001 and 2000) to make them comparable with taxable items before any income taxes are applied.



|                                                                       |                              |   |                             |            |         |   |          |         |         |  |         |      |         |   |            |            |          |   |         |         |  |  |      |      | 
|---------------------------------------------------------------------- | ---------------------------- | - | --------------------------- | ---------- | ------- | - | -------- | ------- | ------- |  | ------- | ---- | ------- | - | ---------- | ---------- | -------- | - | ------- | ------- |  |  | ---- | ---- | 
|                                                                       |                              |   | Three Months Ended June 30,
|                                                                       |                              |   |                            
|                                                                       |                              |   | 2001                        |            | 2000   
|                                                                       |                              |   |                             |            |        
|                                                                       |                              |   |                             |            |         |   | 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                               |                              | $ | 269,997                     |            |         | $ | 3,327    |         |         |  | 4.94    | %    |         | $ | 310,738    |            |          | $ | 5,065   |         |  |  | 6.56 | %   
|                                                                      
|                                                                      
|                                                                      
|                                                                      
|Federal funds sold and
securities purchased
under agreements to
resell |                              |   | 245,639                     |            |         |   | 2,783    |         |         |  | 4.54    |      |         |   | 85,235     |            |          |   | 1,361   |         |  |  | 6.42 |     
|                                                                      
|                                                                      
|                                                                      
|                                                                      
|Investment securities(2)                                               |                              |   | 2,206,903                   |            |         |   | 33,754   |         |         |  | 6.13    |      |         |   | 2,151,559  |            |          |   | 35,700  |         |  |  | 6.67 |     
|                                                                      
|                                                                      
|                                                                      
|                                                                      
|Loans and leases(3),(4)                                                |                              |   | 14,401,157                  |            |         |   | 293,774  |         |         |  | 8.18    |      |         |   | 13,156,686 |            |          |   | 282,236 |         |  |  | 8.63 |     
|                                                                       |                              |   |                             |            |         |   |          |         |         |  |         |      |         |   |            |            |          |   |         |         |  |  |      |     
|                                                                       | Total average earning
assets |   |                             | 17,123,696 |         |   |          | 333,638 |         |  |         | 7.82 |         |   |            | 15,704,218 |          |   |         | 324,362 |  |  |      | 8.31 | 
|                                                                       |                              |   |                             |            |         |   |          |         |         |  |         |      |         |   |            |            |          |   |         |         |  |  |      |     
|Nonearning assets                                                      |                              |   | 2,167,039                   |            |         |   |          |         |         |  |         |      |         |   | 1,836,391  |            |          |   |         |         |  |  |      |     
|                                                                       |                              |   |                             |            |         |   |          |         |         |  |         |      |         |   |            |            |          |   |         |         |  |  |      |     
|                                                                       | Total assets                 |   | $                           | 19,290,735 |         |   |          |         |         |  |         |      |         |   | $          | 17,540,609 |          |   |         |         |  |  |      |      | 
|                                                                       |                              |   |                             |            |         |   |          |         |         |  |         |      |         |   |            |            |          |   |         |         |  |  |      |     

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                                                       |                              |   |                           |            |         |   |          |         |         |  |         |      |         |   |            |            |          |   |         |         |  |  |      |      | 
|---------------------------------------------------------------------- | ---------------------------- | - | ------------------------- | ---------- | ------- | - | -------- | ------- | ------- |  | ------- | ---- | ------- | - | ---------- | ---------- | -------- | - | ------- | ------- |  |  | ---- | ---- | 
|                                                                       |                              |   | Six Months Ended June 30,
|                                                                       |                              |   |                          
|                                                                       |                              |   | 2001                      | 2000      
|                                                                       |                              |   |                           |           
|                                                                       |                              |   |                           |            |         |   | 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                               |                              | $ | 260,415                   |            |         | $ | 6,937    |         |         |  | 5.37    | %    |         | $ | 215,923    |            |          | $ | 6,699   |         |  |  | 6.24 | %   
|                                                                      
|                                                                      
|                                                                      
|                                                                      
|Federal funds sold and
securities purchased
under agreements to
resell |                              |   | 261,973                   |            |         |   | 6,676    |         |         |  | 5.14    |      |         |   | 91,465     |            |          |   | 2,778   |         |  |  | 6.11 |     
|                                                                      
|                                                                      
|                                                                      
|                                                                      
|Investment securities(2)                                               |                              |   | 2,153,682                 |            |         |   | 67,140   |         |         |  | 6.29    |      |         |   | 2,132,810  |            |          |   | 69,401  |         |  |  | 6.54 |     
|                                                                      
|                                                                      
|                                                                      
|                                                                      
|Loans and leases(3),(4)                                                |                              |   | 14,274,044                |            |         |   | 591,811  |         |         |  | 8.36    |      |         |   | 12,906,009 |            |          |   | 547,036 |         |  |  | 8.52 |     
|                                                                       |                              |   |                           |            |         |   |          |         |         |  |         |      |         |   |            |            |          |   |         |         |  |  |      |     
|                                                                       | Total average earning
assets |   |                           | 16,950,114 |         |   |          | 672,564 |         |  |         | 8.00 |         |   |            | 15,346,207 |          |   |         | 625,914 |  |  |      | 8.20 | 
|                                                                       |                              |   |                           |            |         |   |          |         |         |  |         |      |         |   |            |            |          |   |         |         |  |  |      |     
|Nonearning assets                                                      |                              |   | 2,133,200                 |            |         |   |          |         |         |  |         |      |         |   | 1,834,317  |            |          |   |         |         |  |  |      |     
|                                                                       |                              |   |                           |            |         |   |          |         |         |  |         |      |         |   |            |            |          |   |         |         |  |  |      |     
|                                                                       | Total assets                 |   | $                         | 19,083,314 |         |   |          |         |         |  |         |      |         |   | $          | 17,180,524 |          |   |         |         |  |  |      |      | 
|                                                                       |                              |   |                           |            |         |   |          |         |         |  |         |      |         |   |            |            |          |   |         |         |  |  |      |     



---

|(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 $9,971 and
$18,700 for the three and six months ended June 30, 2001, respectively,
and $8,181 and $15,538 for the three and six months ended June 30, 2000,
respectively.

16



---



##### Table of Contents





|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |      |      |      |  
|------------------------------------------ | ------------------------------------- | -------------------------------------------------------- | ------------------------------- | --------- | --------------------------- | ---------- | ------- | ------ | -------- | ------- | ------- | ---- | ------- | ---- | --------- | ------- | ---------- | ---------- | -------- | ------ | ------- | ------- |  | ---- | ---- | ---- | -
|                                           |                                       |                                                          |                                 |           | Three Months Ended June 30,
|                                           |                                       |                                                          |                                 |           |                            
|                                           |                                       |                                                          |                                 |           | 2001                        |            | 2000   
|                                           |                                       |                                                          |                                 |           |                             |            |        
|                                           |                                       |                                                          |                                 |           |                             |            |         |        | Interest |         |         |      |         |      |           |         |            |            | Interest |        |         |         | 
|                                           |                                       |                                                          |                                 |           | Average                     |            | Income/ |        | Yield/   |         | Average |      | Income/ |      | Yield/   
|                                           |                                       |                                                          |                                 |           | Balance                     |            | Expense |        | Rate(1)  |         | Balance |      | Expense |      | Rate(1)  
|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |          
|                                           |                                       |                                                          |                                 |           | (dollars in thousands)     
|LIABILITIES AND
STOCKHOLDERS EQUITY       |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                          
|                                          
|                                          
|                                          
|Interest-bearing deposits
and liabilities: |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                          
|                                          
|                                          
|                                          
|                                           | Deposits:                             |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |      |     
|                                          
|                                          
|                                          
|                                          
|                                           |                                       | Domestic:                                                |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |      |      |     
|                                          
|                                          
|                                          
|                                          
|                                           |                                       |                                                          | Interest-bearing demand         |           | $                           | 310,703    |         |        | $        | 492     |         |      |         | 0.64 | %         |         | $          | 289,365    |          |        | $       | 866     |  |      |      | 1.20 | %
|                                          
|                                          
|                                          
|                                          
|                                           |                                       |                                                          | Savings                         |           |                             | 4,554,184  |         |        |          | 23,658  |         |      |         | 2.08 |           |         |            | 4,086,790  |          |        |         | 24,423  |  |      |      | 2.40 |  
|                                          
|                                          
|                                          
|                                          
|                                           |                                       |                                                          | Time                            |           |                             | 6,251,183  |         |        |          | 79,996  |         |      |         | 5.13 |           |         |            | 5,996,695  |          |        |         | 82,953  |  |      |      | 5.56 |  
|                                          
|                                          
|                                          
|                                          
|                                           |                                       | Foreign                                                  |                                 |           | 193,322                     |            |         |        | 1,715    |         |         |      | 3.56    |      |           |         | 200,194    |            |          |        | 2,071   |         |  |      | 4.16 |     
|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       |                                                          | Total interest-bearing
deposits |           |                             | 11,309,392 |         |        |          | 105,861 |         |      |         | 3.75 |           |         |            | 10,573,044 |          |        |         | 110,313 |  |      |      | 4.20 |  
|                                          
|                                          
|                                          
|                                          
|                                           | Short-term borrowings                 |                                                          |                                 | 910,048   |                             |            |         | 9,894  |          |         |         | 4.36 |         |      |           | 955,310 |            |            |          | 14,351 |         |         |  | 6.04 |     
|                                          
|                                          
|                                          
|                                          
|                                           | Long-term debt and
capital securities |                                                          |                                 | 1,029,625 |                             |            |         | 19,117 |          |         |         | 7.45 |         |      |           | 778,942 |            |            |          | 12,866 |         |         |  | 6.64 |     
|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Total interest-bearing
deposits and
liabilities          |                                 |           | 13,249,065                  |            |         |        | 134,872  |         |         |      | 4.08    |      |           |         | 12,307,296 |            |          |        | 137,530 |         |  |      | 4.49 |     
|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Interest rate spread                                     |                                 |           |                             |            |         |        |          |         |         |      | 3.74    | %    |           |         |            |            |          |        |         |         |  |      | 3.82 | %   
|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|Noninterest-bearing deposits               |                                       |                                                          | 3,121,124                       |           |                             |            |         |        |          |         |         |      |         |      | 2,690,317 |         |            |            |          |        |         |         |  |     
|                                          
|                                          
|                                          
|                                          
|Other liabilities                          |                                       |                                                          | 859,739                         |           |                             |            |         |        |          |         |         |      |         |      | 661,407   |         |            |            |          |        |         |         |  |     
|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Total liabilities                                        |                                 |           | 17,229,928                  |            |         |        |          |         |         |      |         |      |           |         | 15,659,020 |            |          |        |         |         |  |      |      |     
|                                          
|                                          
|                                          
|                                          
|Stockholders equity                       |                                       |                                                          | 2,060,807                       |           |                             |            |         |        |          |         |         |      |         |      | 1,881,589 |         |            |            |          |        |         |         |  |     
|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Total liabilities and
stockholders equity               |                                 | $         | 19,290,735                  |            |         |        |          |         |         |      |         |      |           | $       | 17,540,609 |            |          |        |         |         |  |      |      |     
|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Net interest income and
margin on average
earning assets |                                 |           |                             |            |         |        | 198,766  |         |         |      | 4.66    | %    |           |         |            |            |          |        | 186,832 |         |  |      | 4.78 | %   
|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|Tax equivalent adjustment                  |                                       |                                                          |                                 |           |                             |            | 78      |        |          |         |         |      |         |      |           |         |            |            | 103      |        |         |         |  |     
|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Net interest income                                      |                                 |           |                             |            |         | $      | 198,688  |         |         |      |         |      |           |         |            |            |          | $      | 186,729 |         |  |      |      |     
|                                           |                                       |                                                          |                                 |           |                             |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     

[Additional columns below]

[Continued from above table, first column(s) repeated]

|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |      |      |      |  
|------------------------------------------ | ------------------------------------- | -------------------------------------------------------- | ------------------------------- | --------- | ------------------------- | ---------- | ------- | ------ | -------- | ------- | ------- | ---- | ------- | ---- | --------- | ------- | ---------- | ---------- | -------- | ------ | ------- | ------- |  | ---- | ---- | ---- | -
|                                           |                                       |                                                          |                                 |           | Six Months Ended June 30,
|                                           |                                       |                                                          |                                 |           |                          
|                                           |                                       |                                                          |                                 |           | 2001                      |            | 2000   
|                                           |                                       |                                                          |                                 |           |                           |            |        
|                                           |                                       |                                                          |                                 |           |                           |            |         |        | Interest |         |         |      |         |      |           |         |            |            | Interest |        |         |         | 
|                                           |                                       |                                                          |                                 |           | Average                   |            | Income/ |        | Yield/   |         | Average |      | Income/ |      | Yield/   
|                                           |                                       |                                                          |                                 |           | Balance                   |            | Expense |        | Rate(1)  |         | Balance |      | Expense |      | Rate(1)  
|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |          
|                                           |                                       |                                                          |                                 |           | (dollars in thousands)   
|LIABILITIES AND
STOCKHOLDERS EQUITY       |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                          
|                                          
|                                          
|                                          
|Interest-bearing deposits
and liabilities: |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                          
|                                          
|                                          
|                                          
|                                           | Deposits:                             |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |      |     
|                                          
|                                          
|                                          
|                                          
|                                           |                                       | Domestic:                                                |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |      |      |     
|                                          
|                                          
|                                          
|                                          
|                                           |                                       |                                                          | Interest-bearing demand         |           | $                         | 312,295    |         |        | $        | 1,136   |         |      |         | 0.73 | %         |         | $          | 290,269    |          |        | $       | 1,933   |  |      |      | 1.34 | %
|                                          
|                                          
|                                          
|                                          
|                                           |                                       |                                                          | Savings                         |           |                           | 4,442,041  |         |        |          | 48,888  |         |      |         | 2.22 |           |         |            | 4,048,757  |          |        |         | 47,191  |  |      |      | 2.34 |  
|                                          
|                                          
|                                          
|                                          
|                                           |                                       |                                                          | Time                            |           |                           | 6,339,555  |         |        |          | 172,465 |         |      |         | 5.49 |           |         |            | 5,865,606  |          |        |         | 156,760 |  |      |      | 5.37 |  
|                                          
|                                          
|                                          
|                                          
|                                           |                                       | Foreign                                                  |                                 |           | 198,332                   |            |         |        | 3,793    |         |         |      | 3.86    |      |           |         | 196,014    |            |          |        | 3,927   |         |  |      | 4.03 |     
|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       |                                                          | Total interest-bearing
deposits |           |                           | 11,292,223 |         |        |          | 226,282 |         |      |         | 4.04 |           |         |            | 10,400,646 |          |        |         | 209,811 |  |      |      | 4.06 |  
|                                          
|                                          
|                                          
|                                          
|                                           | Short-term borrowings                 |                                                          |                                 | 827,352   |                           |            |         | 20,112 |          |         |         | 4.90 |         |      |           | 885,051 |            |            |          | 25,704 |         |         |  | 5.84 |     
|                                          
|                                          
|                                          
|                                          
|                                           | Long-term debt and
capital securities |                                                          |                                 | 1,021,419 |                           |            |         | 37,956 |          |         |         | 7.49 |         |      |           | 741,732 |            |            |          | 24,130 |         |         |  | 6.54 |     
|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Total interest-bearing
deposits and
liabilities          |                                 |           | 13,140,994                |            |         |        | 284,350  |         |         |      | 4.36    |      |           |         | 12,027,429 |            |          |        | 259,645 |         |  |      | 4.34 |     
|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Interest rate spread                                     |                                 |           |                           |            |         |        |          |         |         |      | 3.64    | %    |           |         |            |            |          |        |         |         |  |      | 3.86 | %   
|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|Noninterest-bearing deposits               |                                       |                                                          | 3,050,014                       |           |                           |            |         |        |          |         |         |      |         |      | 2,638,096 |         |            |            |          |        |         |         |  |     
|                                          
|                                          
|                                          
|                                          
|Other liabilities                          |                                       |                                                          | 840,643                         |           |                           |            |         |        |          |         |         |      |         |      | 649,018   |         |            |            |          |        |         |         |  |     
|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Total liabilities                                        |                                 |           | 17,031,651                |            |         |        |          |         |         |      |         |      |           |         | 15,314,543 |            |          |        |         |         |  |      |      |     
|                                          
|                                          
|                                          
|                                          
|Stockholders equity                       |                                       |                                                          | 2,051,663                       |           |                           |            |         |        |          |         |         |      |         |      | 1,865,981 |         |            |            |          |        |         |         |  |     
|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Total liabilities and
stockholders equity               |                                 | $         | 19,083,314                |            |         |        |          |         |         |      |         |      |           | $       | 17,180,524 |            |          |        |         |         |  |      |      |     
|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Net interest income and
margin on average
earning assets |                                 |           |                           |            |         |        | 388,214  |         |         |      | 4.62    | %    |           |         |            |            |          |        | 366,269 |         |  |      | 4.80 | %   
|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|Tax equivalent adjustment                  |                                       |                                                          |                                 |           |                           |            | 153     |        |          |         |         |      |         |      |           |         |            |            | 268      |        |         |         |  |     
|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     
|                                           |                                       | Net interest income                                      |                                 |           |                           |            |         | $      | 388,061  |         |         |      |         |      |           |         |            |            |          | $      | 366,001 |         |  |      |      |     
|                                           |                                       |                                                          |                                 |           |                           |            |         |        |          |         |         |      |         |      |           |         |            |            |          |        |         |         |  |     



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

17



---



##### Table of Contents



INVESTMENT SECURITIES

Held-to-Maturity

The following table presents the amortized cost, unrealized gains and losses, and fair values of held-to-maturity
investment securities as of the dates indicated:

|                  |  |                |        |              |  |          |        |   |  |   |         |  
|----------------- |  | -------------- | ------ | ------------ |  | -------- | ------ | - |  | - | ------- | -
|                  |  | June 30,       |        | December 31, |  | June 30,
|                  |  | 2001           |        | 2000         |  | 2000    
|                  |  |                |        |              |  |         
|                  |  | (in thousands)
|Amortized cost    |  | $              | 97,764 |              |  | $        | 92,940 |   |  | $ | 109,201 |  
|                 
|                 
|                 
|                 
|Unrealized gains  |  |                | 632    |              |  |          | 15     |   |  |   |        |  
|                 
|                 
|                 
|                 
|Unrealized losses |  |                | (142   | )            |  |          | (1,330 | ) |  |   | (5,055  | )
|                  |  |                |        |              |  |          |        |   |  |   |         |  
|Fair value        |  | $              | 98,254 |              |  | $        | 91,625 |   |  | $ | 104,146 |  
|                  |  |                |        |              |  |          |        |   |  |   |         |  

Held-to-maturity investment securities increased by $4.8 million, or 5.2%, compared to December 31, 2000, but decreased
by $11.4 million, or 10.5%, compared to June 30, 2000.

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:

|                  |  |                |           |              |  |          |           |   |  |   |           |  
|----------------- |  | -------------- | --------- | ------------ |  | -------- | --------- | - |  | - | --------- | -
|                  |  | June 30,       |           | December 31, |  | June 30,
|                  |  | 2001           |           | 2000         |  | 2000    
|                  |  |                |           |              |  |         
|                  |  | (in thousands)
|Amortized cost    |  | $              | 2,140,191 |              |  | $        | 1,948,029 |   |  | $ | 1,995,924 |  
|                 
|                 
|                 
|                 
|Unrealized gains  |  |                | 29,216    |              |  |          | 15,934    |   |  |   | 7,397     |  
|                 
|                 
|                 
|                 
|Unrealized losses |  |                | (5,218    | )            |  |          | (3,183    | ) |  |   | (24,967   | )
|                  |  |                |           |              |  |          |           |   |  |   |           |  
|Fair value        |  | $              | 2,164,189 |              |  | $        | 1,960,780 |   |  | $ | 1,978,354 |  
|                  |  |                |           |              |  |          |           |   |  |   |           |  

Gross realized gains and losses on available-for-sale investment securities for the six months ended June 30, 2001 and
2000 were as follows:

|                               |  |                |        |      |  |   |      |  
|------------------------------ |  | -------------- | ------ | ---- |  | - | ---- | -
|                               |  | 2001           |        | 2000
|                               |  |                |        |     
|                               |  | (in thousands)
|Realized gains                 |  | $              | 19,987 |      |  | $ | 18   |  
|                              
|                              
|                              
|                              
|Realized losses                |  |                | (51    | )    |  |   | (49  | )
|                               |  |                |        |      |  |   |      |  
|Securities gains (losses), net |  | $              | 19,936 |      |  | $ | (31)
|                               |  |                |        |      |  |   |      |  

Gains and losses realized on the sales of available-for-sale investment securities are determined using the specific identification
method. Realized gains on the sale of investment securities for the six months ended June 30, 2001 include $18.5 million in
pre-tax gain on the sale of Concord stock. This gain is in addition to the $41.3 million pre-tax gain recognized upon recordation
of the Concord stock as an available-for-sale security. See section below, Concord Security Gain, for more information.

Concord Security Gain

The $41.3 million pre-tax securities gain that was recognized in the first
quarter of 2001 relates to the merger between Star System, Inc. (Star) and
Concord EFS, Inc. (Concord) on February 1, 2001. All of the outstanding shares
of Star were exchanged for Concord shares in the merger. Prior to that merger,
BancWests shares of Star Systems, Inc., were reported on our Consolidated
Balance Sheet in other assets due to certain provisions of SFAS
No. 115, Accounting for Certain Investments in Debt and Equity Securities.

18



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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 June 30, 2001,
December 31, 2000 and June 30, 2000:

|                                       |              |                                     |           |                        |            |                   |      |               |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |      |       |  
|-------------------------------------- | ------------ | ----------------------------------- | --------- | ---------------------- | ---------- | ----------------- | ---- | ------------- | ----- | - | --------- | --------- | ---------- | - | ---- | ---- | ----- | - | --------- | --------- | ---------- |  | ---- | ---- | ----- | -
|                                       |              |                                     |           | June 30, 2001          |            | December 31, 2000 |      | June 30, 2000
|                                       |              |                                     |           |                        |            |                   |      |              
|                                       |              |                                     |           | Amount                 |            | %                 |      | Amount        |       | % |           | Amount    |            | %
|                                       |              |                                     |           |                        |            |                   |      |               |       |   |           |           |            |  
|                                       |              |                                     |           | (dollars in thousands)
|Commercial, financial and agricultural |              | $                                   | 2,452,008 |                        |            |                   | 16.9 | %             |       | $ | 2,604,590 |           |            |   | 18.6 | %    |       | $ | 2,514,516 |           |            |  | 18.8 | %   
|                                      
|                                      
|                                      
|                                      
|Real estate:                           |              |                                     |           |                        |            |                   |      |               |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|                                      
|                                      
|                                      
|                                      
|                                       | Commercial   |                                     |           | 2,799,894              |            |                   |      | 19.3          |       |   |           | 2,618,312 |            |   |      | 18.7 |       |   |           | 2,544,947 |            |  |      | 19.0 |      
|                                      
|                                      
|                                      
|                                      
|                                       | Construction |                                     |           | 414,143                |            |                   |      | 2.9           |       |   |           | 405,542   |            |   |      | 2.9  |       |   |           | 400,704   |            |  |      | 3.0  |      
|                                      
|                                      
|                                      
|                                      
|                                       | Residential: |                                     |           |                        |            |                   |      |               |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |      |      
|                                      
|                                      
|                                      
|                                      
|                                       |              | Insured, guaranteed or
conventional |           |                        | 1,786,392  |                   |      |               | 12.2  |   |           |           | 1,919,017  |   |      |      | 13.7  |   |           |           | 1,916,442  |  |      |      | 14.3  |  
|                                      
|                                      
|                                      
|                                      
|                                       |              | Home equity credit lines            |           |                        | 443,747    |                   |      |               | 3.1   |   |           |           | 441,150    |   |      |      | 3.2   |   |           |           | 444,124    |  |      |      | 3.3   |  
|                                       |              |                                     |           |                        |            |                   |      |               |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|                                       |              | Total real estate loans             |           |                        | 5,444,176  |                   |      |               | 37.5  |   |           |           | 5,384,021  |   |      |      | 38.5  |   |           |           | 5,306,217  |  |      |      | 39.6  |  
|                                       |              |                                     |           |                        |            |                   |      |               |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|Consumer                               |              |                                     | 4,110,766 |                        |            |                   | 28.3 |               |       |   | 3,599,954 |           |            |   | 25.8 |      |       |   | 3,346,504 |           |            |  | 25.0 |     
|                                      
|                                      
|                                      
|                                      
|Lease financing                        |              |                                     | 2,187,144 |                        |            |                   | 15.0 |               |       |   | 2,038,516 |           |            |   | 14.6 |      |       |   | 1,875,605 |           |            |  | 14.0 |     
|                                      
|                                      
|                                      
|                                      
|Foreign                                |              |                                     | 334,537   |                        |            |                   | 2.3  |               |       |   | 344,750   |           |            |   | 2.5  |      |       |   | 342,470   |           |            |  | 2.6  |     
|                                       |              |                                     |           |                        |            |                   |      |               |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|                                       |              | Total loans and leases              |           |                        | 14,528,631 |                   |      |               | 100.0 | % |           |           | 13,971,831 |   |      |      | 100.0 | % |           |           | 13,385,312 |  |      |      | 100.0 | %
|                                       |              |                                     |           |                        |            |                   |      |               |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|Less allowance for credit losses       |              |                                     | 191,698   |                        |            |                   |      |               |       |   | 172,443   |           |            |   |      |      |       |   | 169,340   |           |            |  |      |     
|                                       |              |                                     |           |                        |            |                   |      |               |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|                                       |              | Total net loans and leases          |           | $                      | 14,336,933 |                   |      |               |       |   |           | $         | 13,799,388 |   |      |      |       |   |           | $         | 13,215,972 |  |      |      |       |  
|                                       |              |                                     |           |                        |            |                   |      |               |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|Total loans and leases to:             |              |                                     |           |                        |            |                   |      |               |       |   |           |           |            |   |      |      |       |   |           |           |            |  |      |     
|                                      
|                                      
|                                      
|                                      
|                                       |              | Total assets                        |           |                        |            |                   |      |               | 75.2  | % |           |           |            |   |      |      | 75.7  | % |           |           |            |  |      |      | 75.0  | %
|                                      
|                                      
|                                      
|                                      
|                                       |              | Total earning assets                |           |                        |            |                   |      |               | 86.0  | % |           |           |            |   |      |      | 86.4  | % |           |           |            |  |      |      | 85.3  | %
|                                      
|                                      
|                                      
|                                      
|                                       |              | Total deposits                      |           |                        |            |                   |      |               | 99.4  | % |           |           |            |   |      |      | 98.9  | % |           |           |            |  |      |      | 99.1  | %

The loan and lease portfolio is the largest component of total earning assets
and accounts for the greatest portion of total interest income. At June 30,
2001, total net loans and leases were $14.3 billion, representing increases of
3.9% and 8.5% over December 31, 2000 and June 30, 2000, respectively. The
increase in loans and leases as of June 30, 2001, as compared to June 30, 2000,
was primarily due to increases in real estate-commercial loans, consumer loans
and lease financing, primarily in our Bank of the West operating segment. Also
contributing to the increase in loans and leases in the Bank of the West
operating segment were the loans acquired with the branches in Nevada and New
Mexico. The increase was partially offset by decreases in commercial and real
estate-residential loan categories in our First Hawaiian operating segment.

Commercial, financial and agricultural loans as of June 30, 2001 decreased
$152.6 million, or 5.9%, over December 31, 2000, and decreased $62.5 million,
or 2.5%, over June 30, 2000. The Company continues its efforts to diversify
its loan and lease portfolio, both geographically and by industry, with credit
extensions on the mainland United States accounting for the majority of the
increase in loan and lease balances and the geographic and industry
diversification during the six months ended June 30, 2001.

Commercial real estate loans increased $181.6 million, or 6.9%, from December
31, 2000, and increased $254.9 million, or 10.0%, from June 30, 2000. The
increase over the past twelve months was primarily due to the growth in our
Bank of the West operating segment.

19



---



##### Table of Contents



LOANS AND LEASES, Continued

Consumer loans as of June 30, 2001 increased $510.8 million, or 14.2%, over
December 31, 2000, and $764.3 million, or 22.8%, over June 30, 2000. Consumer
loans consist primarily of direct and indirect automobile, recreational
vehicle, marine, credit card and unsecured financing. The increase in consumer
loans at June 30, 2001 as compared to December 31, 2000 and June 30, 2000 was
primarily a result of growth in our Bank of the West operating segment on the
mainland United States.

Lease financing as of June 30, 2001 increased $148.6 million, or 7.3%, over
December 31, 2000, and $311.5 million, or 16.6%, over June 30, 2000. The
increase in lease financing from June 30, 2000 was primarily due to an increase
in the automobile lease portfolio in our Bank of the West operating segment.
The increase in lease financing at June 30, 2001, as compared to December 31,
2000, was primarily due to increases on the mainland United States.

Our foreign loans are principally in Guam and Saipan. Foreign loans as of June
30, 2001 decreased $10.2 million, or 3.0%, compared to December 31, 2000, with
approximately 93% domiciled in Guam and Saipan.

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 June 30, 2001, 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.

DEPOSITS

Deposits are the largest component of our total liabilities and account for the
greatest portion of total interest expense. At June 30, 2001, total deposits
were $14.6 billion, an increase of 8.2% over June 30, 2000. The increase was
primarily due to the growth in our customer deposit base, primarily in the Bank
of the West operating segment, including the newly-acquired branches in Nevada
and New Mexico, and various deposit product programs that we initiated.

The decrease in nearly all of the rates paid on deposits reflects falling rates
in 2001 following the rising interest rate environment for most of 2000, caused
primarily by actions of the Federal Reserves Open Market Committee. The
75-basis-point total increase in the benchmark Federal Funds rate in 2000 was
followed by six sharp and rapid decreases in the first six months of 2001
totaling 275 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 interest-bearing 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 pages 16 and 17.

20



---



##### Table of Contents



NONPERFORMING ASSETS

Nonperforming assets at June 30, 2001, December 31, 2000 and June 30, 2000 are as follows:

|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |        |         | 
|----------------------------------------------------------------------------------------------------------------------------- | --------------------------------------------------------- | -------------------------------------- | ------------------------------------ | ------------------------------------ | ------ | ---------------------- | ------- | ------------ | ------ | -------- | ------- | ------ | ------ | ------ | ------- | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |        | June 30,               |         | December 31, |        | June 30,
|                                                                                                                              |                                                           |                                        |                                      |                                      |        | 2001                   |         | 2000         |        | 2000    
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |         
|                                                                                                                              |                                                           |                                        |                                      |                                      |        | (dollars in thousands)
|Nonperforming Assets:                                                                                                         |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              | Nonaccrual:                                               |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           | Commercial, financial and agricultural |                                      | $                                    | 55,609 |                        |         | $            | 42,089 |          |         | $      | 18,201 |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           | Real estate:                           |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           |                                        | Commercial                           |                                      |        | 19,060                 |         |              |        | 15,331   |         |        |        | 27,140 |        
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           |                                        | Construction                         |                                      |        | 119                    |         |              |        | 403      |         |        |        | 678    |        
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           |                                        | Residential:                         |                                      |        |                        |         |              |        |          |         |        |        |        |        
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           |                                        |                                      | Insured, guaranteed, or conventional |        |                        | 9,887   |              |        |          | 11,521  |        |        |        | 14,848  | 
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           |                                        |                                      | Home equity credit lines             |        |                        |        |              |        |          |        |        |        |        | 463     | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                              |                                                           |                                        |                                      | Total real estate loans              |        |                        | 29,066  |              |        |          | 27,255  |        |        |        | 43,129  | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                              |                                                           | Consumer                               |                                      |                                      | 3,111  |                        |         |              | 3,257  |          |         |        | 2,199  |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           | Lease financing                        |                                      |                                      | 12,180 |                        |         |              | 6,532  |          |         |        | 5,768  |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           | Foreign                                |                                      |                                      | 5,116  |                        |         |              | 5,496  |          |         |        | 4,724  |       
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                              |                                                           |                                        |                                      | Total nonaccrual loans and leases    |        |                        | 105,082 |              |        |          | 84,629  |        |        |        | 74,021  | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                              | Restructured:                                             |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           | Commercial, financial and agricultural |                                      |                                      | 1,091  |                        |         |              | 927    |          |         |        | 927    |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           | Real estate:                           |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           |                                        | Commercial                           |                                      |        | 3,923                  |         |              |        | 7,055    |         |        |        | 9,791  |        
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           |                                        | Construction                         |                                      |        |                       |         |              |        |         |         |        |        | 8,774  |        
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           |                                        | Residential:                         |                                      |        |                        |         |              |        |          |         |        |        |        |        
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           |                                        |                                      | Insured, guaranteed, or conventional |        |                        | 337     |              |        |          | 937     |        |        |        | 1,108   | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                              |                                                           |                                        |                                      | Total real estate loans              |        |                        | 4,260   |              |        |          | 7,992   |        |        |        | 19,673  | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                              |                                                           |                                        |                                      | Total restructured loans and leases  |        |                        | 5,351   |              |        |          | 8,919   |        |        |        | 20,600  | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                              |                                                           |                                        |                                      | Total nonperforming loans and leases |        |                        | 110,433 |              |        |          | 93,548  |        |        |        | 94,621  | 
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              | Other real estate owned and repossessed personal property |                                        |                                      | 21,467                               |        |                        |         | 27,479       |        |          |         | 27,800 |       
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                              |                                                           |                                        |                                      | Total nonperforming assets           |        | $                      | 131,900 |              |        | $        | 121,027 |        |        | $      | 122,421 | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|Past due loans and leases(1):                                                                                                 |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              | Commercial, financial and agricultural                    |                                        | $                                    | 9,230                                |        |                        | $       | 6,183        |        |          | $       | 4,489  |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              | Real estate:                                              |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           | Commercial                             |                                      |                                      | 382    |                        |         |              | 1,987  |          |         |        | 2,772  |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           | Construction                           |                                      |                                      | 136    |                        |         |              |       |          |         |        | 583    |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           | Residential:                           |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           |                                        | Insured, guaranteed, or conventional |                                      |        | 4,052                  |         |              |        | 3,387    |         |        |        | 4,925  |        
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              |                                                           |                                        | Home equity credit lines             |                                      |        | 305                    |         |              |        | 499      |         |        |        | 525    |        
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                              |                                                           |                                        |                                      | Total real estate loans              |        |                        | 4,875   |              |        |          | 5,873   |        |        |        | 8,805   | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                              | Consumer                                                  |                                        |                                      | 2,792                                |        |                        |         | 3,719        |        |          |         | 2,434  |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              | Lease financing                                           |                                        |                                      | 194                                  |        |                        |         | 113          |        |          |         | 104    |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              | Foreign                                                   |                                        |                                      | 965                                  |        |                        |         | 1,321        |        |          |         | 786    |       
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|                                                                                                                              |                                                           |                                        |                                      | Total past due loans and leases      |        | $                      | 18,056  |              |        | $        | 17,209  |        |        | $      | 16,618  | 
|                                                                                                                              |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |        |        |       
|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                       |                                        |                                      | .91                                  | %      |                        |         | .86          | %      |          |         | .91    | %     
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              | Including past due loans and leases                       |                                        |                                      | 1.03                                 | %      |                        |         | .99          | %      |          |         | 1.04   | %     
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|Nonperforming assets to total assets (end of period):                                                                         |                                                           |                                        |                                      |                                      |        |                        |         |              |        |          |         |       
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              | Excluding past due loans and leases                       |                                        |                                      | .68                                  | %      |                        |         | .66          | %      |          |         | .69    | %     
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                             
|                                                                                                                              | Including past due loans and leases                       |                                        |                                      | .78                                  | %      |                        |         | .75          | %      |          |         | .78    | %     



|(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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NONPERFORMING ASSETS, Continued

Nonperforming assets at June 30, 2001 were $131.9 million, or .91% of total
loans and leases and other real estate owned and repossessed personal property
(OREO), compared to .91% at June 30, 2000. Nonperforming assets at June 30,
2001 were .68% of total assets, compared to .69% at June 30, 2000.

Nonperforming assets at June 30, 2001 increased by $10.9 million, or 9.0%, from
December 31, 2000. The increase in the nonaccrual commercial, financial and
agricultural loans was primarily due to a $12.7 million commercial credit to a
West Coast franchise operator domiciled with our Bank of the West operating
segment. The decreases in nonaccrual real estate  commercial and residential
loans were attributable to the transfer of nonaccrual loans and leases to OREO,
payoffs, partial paydowns and a partial write-down of certain nonaccrual loans
and leases. These decreases were partially offset by increases in the lease
financing components of nonaccrual loans and leases, primarily due to our
growing lease volumes in this category. The increase in nonperforming loans
and leases was partially offset by a decrease in OREO, primarily in the First
Hawaiian operating segment.

Nonperforming assets at June 30, 2001 increased by $9.5 million, or 7.7%, from
June 30, 2000. The increase was primarily attributable to increases in
nonaccrual commercial, financial and agricultural loans and lease financing
loans, which were partially offset by decreases in all components of nonaccrual
real estate loans and restructured real estate  commercial loans.

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 pastdue 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 $18.1
million at June 30, 2001, an increase of $1.4 million, or 8.7%, from June 30,
2000. Loans past due 90 days or more and still accruing interest increased by
$847,000, or 4.9%, from December 31, 2000 to June 30, 2001. The increase is
primarily due to higher commercial, financial and agricultural loan
delinquencies, which were partially offset by decreases in real estate,
consumer and foreign 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.

The improvement in Hawaiis economic condition is one of the factors that has
led to the decrease in nonperforming assets in the First Hawaiian operating
segment.

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     |         | Six Months Ended
|                                                                               |                                                        |                                                      |                                                             |         | June 30,               |         | June 30,        
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                 
|                                                                               |                                                        |                                                      |                                                             |         | 2001                   |         | 2000             |         | 2001  |        | 2000      
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |           
|                                                                               |                                                        |                                                      |                                                             |         | (dollars in thousands)
|Loans and leases outstanding (end of period)                                   |                                                        | $                                                    | 14,528,631                                                  |         |                        | $       | 13,385,312       |         |       | $      | 14,528,631 |         |        | $       | 13,385,312 |        
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|Average loans and leases outstanding                                           |                                                        | $                                                    | 14,401,157                                                  |         |                        | $       | 13,156,686       |         |       | $      | 14,274,044 |         |        | $       | 12,906,009 |        
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|Allowance for credit losses:                                                   |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               | Balance at beginning of period                         |                                                      | $                                                           | 186,246 |                        |         | $                | 162,666 |       |        | $          | 172,443 |        |         | $          | 161,418 |       
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|                                                                               | Loans and leases charged off:                          |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |         |       
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Commercial, financial and agricultural               |                                                             |         | 6,169                  |         |                  |         | 906   |        |            |         | 16,825 |         |            |         | 2,889  |        
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Real estate:                                         |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |         |        |        
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        |                                                      | Commercial                                                  |         |                        | 70      |                  |         |       | 817    |            |         |        | 469     |            |         |        | 1,108   |  
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        |                                                      | Construction                                                |         |                        |        |                  |         |       | 1,170  |            |         |        |        |            |         |        | 2,355   |  
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        |                                                      | Residential                                                 |         |                        | 467     |                  |         |       | 1,506  |            |         |        | 1,534   |            |         |        | 3,177   |  
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Consumer                                             |                                                             |         | 9,560                  |         |                  |         | 6,372 |        |            |         | 18,224 |         |            |         | 13,178 |        
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Lease financing                                      |                                                             |         | 4,189                  |         |                  |         | 1,893 |        |            |         | 7,187  |         |            |         | 4,102  |        
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Foreign                                              |                                                             |         | 273                    |         |                  |         | 210   |        |            |         | 875    |         |            |         | 522    |        
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|                                                                               |                                                        |                                                      | Total loans and leases charged off                          |         |                        | 20,728  |                  |         |       | 12,874 |            |         |        | 45,114  |            |         |        | 27,331  |  
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|                                                                               | Recoveries on loans and leases previously charged off: |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |         |       
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Commercial, financial and agricultural               |                                                             |         | 200                    |         |                  |         | 720   |        |            |         | 347    |         |            |         | 829    |        
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Real estate:                                         |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |         |        |        
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        |                                                      | Commercial                                                  |         |                        | 16      |                  |         |       | 78     |            |         |        | 66      |            |         |        | 95      |  
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        |                                                      | Construction                                                |         |                        | 66      |                  |         |       | 24     |            |         |        | 197     |            |         |        | 32      |  
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        |                                                      | Residential                                                 |         |                        | 186     |                  |         |       | 234    |            |         |        | 386     |            |         |        | 543     |  
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Consumer                                             |                                                             |         | 1,848                  |         |                  |         | 1,729 |        |            |         | 3,547  |         |            |         | 3,345  |        
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Lease financing                                      |                                                             |         | 493                    |         |                  |         | 460   |        |            |         | 995    |         |            |         | 1,054  |        
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Foreign                                              |                                                             |         | 221                    |         |                  |         | 53    |        |            |         | 481    |         |            |         | 175    |        
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|                                                                               |                                                        |                                                      | Total recoveries on loans and leases
previously charged off |         |                        | 3,030   |                  |         |       | 3,298  |            |         |        | 6,019   |            |         |        | 6,073   |  
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|                                                                               |                                                        |                                                      | Net charge-offs                                             |         |                        | (17,698 | )                |         |       | (9,576 | )          |         |        | (39,095 | )          |         |        | (21,258 | )
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|                                                                               | Provision for credit losses                            |                                                      |                                                             | 23,150  |                        |         |                  | 16,250  |       |        |            | 58,350  |        |         |            | 29,180  |       
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|                                                                               | Balance at end of period                               |                                                      | $                                                           | 191,698 |                        |         | $                | 169,340 |       |        | $          | 191,698 |        |         | $          | 169,340 |       
|                                                                               |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|Net loans and leases charged off to average loans
and leases                   |                                                        |                                                      | .49                                                         | %(1)    |                        |         | .29              | %(1)    |       |        | .55        | %(1)    |        |         | .33        | %(1)   
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|Net loans and leases charged off to allowance for
credit losses                |                                                        |                                                      | 37.03                                                       | %(1)    |                        |         | 22.74            | %(1)    |       |        | 41.13      | %(1)    |        |         | 25.24      | %(1)   
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|Allowance for credit losses to total
loans and leases (end of period)          |                                                        |                                                      | 1.32                                                        | %       |                        |         | 1.27             | %       |       |        | 1.32       | %       |        |         | 1.27       | %      
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|Allowance for credit losses to nonperforming
loans and leases (end of period): |                                                        |                                                      |                                                             |         |                        |         |                  |         |       |        |            |         |        |         |            |        
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Excluding 90 days past due
accruing loans and leases |                                                             |         | 1.74x                  |         |                  |         | 1.79x |        |            |         | 1.74x  |         |            |         | 1.79x  |        
|                                                                              
|                                                                              
|                                                                              
|                                                                              
|                                                                               |                                                        | Including 90 days past due
accruing loans and leases |                                                             |         | 1.49x                  |         |                  |         | 1.52x |        |            |         | 1.49x  |         |            |         | 1.52x  |        



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

23



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##### Table of Contents



PROVISION AND ALLOWANCE FOR CREDIT LOSSES, Continued

The provision for credit losses for the first six months of 2001 was $58.4
million, an increase of $29.2 million, or 100.0%, over the same period in 2000.
The increase in the provision for credit losses for the first six months of
2001 over the same period in 2000 primarily reflects the larger loan portfolio
resulting from our continued loan volume growth, higher charge-offs and certain
macroeconomic and other factors discussed below.

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 utilized ten different principal risk categories
where 1 is no risk and 10 is loss. Risk parameters were
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 2.9% of total loans and
leases at June 30, 2001), Hawaii commercial real estate, health
care, hotel and agricultural loans. We have also reduced our
exposure in the Asia-Pacific region from $101.0 million at
December 31, 1997 to $45.2 million at June 30, 2001. These
outstanding loans are collateralized by Hawaii real estate and
letters of credit.                                                                                                                                                                                                                                                                                                                                                                                                                                       
|
| |  |  | Restricted Participation in Syndicated National Credits.
In addition to the back-up commercial paper facilities to
primarily 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. Total shared national credits and media
finance loans outstanding fell by 25% between December 31, 2000
and June 30, 2001. At June 30, 2001, the ratio of nonperforming
shared national credits and media finance loans to total shared
national credits and media finance loans outstanding was 4%.                                                                                                                                                                            
|
| |  |  | 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 credit 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 23% of our combined lease financing
and consumer loans at June 30, 2001), 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



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##### Table of Contents



PROVISION AND ALLOWANCE FOR CREDIT LOSSES, Continued

Although we have taken substantial effort to attempt to mitigate risk within
our loan portfolio, a confluence of events in the first six months of 2001 has
made it prudent to increase our provision for credit losses. While we have not
specifically identified credits that are currently losses or potential problem
loans (other than those identified in our discussion of nonperforming assets on
pages 21 and 22), certain events make it probable that there are losses inherent
in our portfolio. These events include:



| |  |  | The rapid and sharp economic slowdown in certain key
sectors of the United States economy, in particular manufacturing
and technology. This slowdown is aggravated in one of our
principal markets, California, by a recurring energy supply
problem.                                                                                                                                                                                                                                      
| | - |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| |  |  | The steep decline in the equity markets in the United
States experienced in the first six months of 2001 has erased a
substantial portion of household net worth that was accumulated
throughout most of the 1990s. The decline could affect our
portfolio in the form of increased charge-offs and nonaccrual
loans in the coming months.                                                                                                                                                 
|
| |  |  | As evidenced by the continuing reduction of key interest
rates by the Federal Reserve, the economic vitality of the United
States does not appear to be rapidly rebounding as had been
earlier hoped. Although conditions may have stabilized, the
slowdown in growth has already negatively impacted employment,
with large-scale corporate layoffs. Although originally expected
in the second half of 2001, current economic data does not yet
provide indications of a robust recovery.
|
| |  |  | The purchase of 30 branches in Nevada and New Mexico
necessitated additional provision for credit losses.                                                                                                                                                                                                                                                                                                                                                                                  

Charge-offs were $45.1 million for the first six months of 2001, an increase of
$17.8 million, or 65.1%, over the same period in 2000. The increase was
primarily due to charge-offs in the commercial, financial and
agricultural loans,
consumer loans and lease financing in the first six months of 2001. In
particular, the charge-offs in the first six months of 2001 were higher than in
the same period of 2000 due to the write-off of $4.4 million in agricultural
credits in the Pacific Northwest, the write-off of commercial, financial and
agricultural loans totaling $4.7 million and $2.5 million for commercial
fraud-related losses.

For the first six months of 2001, recoveries decreased slightly by $54,000, or
 .9%, compared to the same period in 2000. The decrease in recoveries was
primarily in the commercial, financial and agricultural loans and in lease
financing.

The Allowance decreased to 1.74 times nonperforming loans and leases (excluding
90 days or more past due accruing loans and leases) at June 30, 2001 from 1.79
times at June 30, 2000. The decrease in the ratio is principally due to an
increase in nonperforming loans and leases as mentioned above. In part, the
additional provision for credit losses results from the higher charge-offs we
have experienced in the first six months of 2001. The additional provision for
credit losses is necessary to adequately maintain our allowance for the
inherent losses within our portfolio that result from the macroeconomic factors
described above.

In our judgment, the Allowance was adequate to absorb losses inherent in the
loan and lease portfolio at June 30, 2001. 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 and six months ended June 30, 2001, as compared to the
same periods in 2000:

|                            |                                      |                          |   |                |         |      |   |          |         |  |  |       |      |  
|--------------------------- | ------------------------------------ | ------------------------ | - | -------------- | ------- | ---- | - | -------- | ------- |  |  | ----- | ---- | -
|                            |                                      |                          |   | 2001           |         | 2000 |   | % Change
|                            |                                      |                          |   |                |         |      |   |         
|                            |                                      |                          |   | (in thousands) |         |      |   |         
|Three months ended June 30, |                                      |                          |   |                |         |      |   |          |         |  |  |      
|                           
|                           
|                           
|                           
|                            | Service charges on deposit accounts  |                          | $ | 22,573         |         |      | $ | 18,445   |         |  |  | 22.4  | %   
|                           
|                           
|                           
|                           
|                            | Trust and investment services income |                          |   | 8,083          |         |      |   | 8,723    |         |  |  | (7.3  | )   
|                           
|                           
|                           
|                           
|                            | Other service charges and fees       |                          |   | 20,198         |         |      |   | 18,480   |         |  |  | 9.3   |     
|                           
|                           
|                           
|                           
|                            | Securities gains (losses), net       |                          |   | 19,936         |         |      |   | (31      | )       |  |  | N/M   |     
|                           
|                           
|                           
|                           
|                            | Other                                |                          |   | 9,006          |         |      |   | 12,591   |         |  |  | (28.5 | )   
|                            |                                      |                          |   |                |         |      |   |          |         |  |  |      
|                            |                                      | Total noninterest income |   | $              | 79,796  |      |   | $        | 58,208  |  |  |       | 37.1 | %
|                            |                                      |                          |   |                |         |      |   |          |         |  |  |      
|Six months ended June 30,   |                                      |                          |   |                |         |      |   |          |         |  |  |      
|                           
|                           
|                           
|                           
|                            | Service charges on deposit accounts  |                          | $ | 43,009         |         |      | $ | 35,437   |         |  |  | 21.4  | %   
|                           
|                           
|                           
|                           
|                            | Trust and investment services income |                          |   | 17,210         |         |      |   | 17,783   |         |  |  | (3.2  | )   
|                           
|                           
|                           
|                           
|                            | Other service charges and fees       |                          |   | 38,572         |         |      |   | 36,468   |         |  |  | 5.8   |     
|                           
|                           
|                           
|                           
|                            | Securities gains (losses), net       |                          |   | 61,236         |         |      |   | (31      | )       |  |  | N/M   |     
|                           
|                           
|                           
|                           
|                            | Other                                |                          |   | 18,268         |         |      |   | 18,588   |         |  |  | (1.7  | )   
|                            |                                      |                          |   |                |         |      |   |          |         |  |  |      
|                            |                                      | Total noninterest income |   | $              | 178,295 |      |   | $        | 108,245 |  |  |       | 64.7 | %
|                            |                                      |                          |   |                |         |      |   |          |         |  |  |      
|                            | N/M  Not Meaningful                 |                          |   |                |         |      |   |          |         |  |  |       |     

As the table above shows in more detail, noninterest income increased by 37.1%
and 64.7% for the three and six months ended June 30, 2001, respectively,
compared to the same periods in 2000. Factors causing the increases include
the following:



| |  | The Concord stock securities gain was primarily responsible for the
increase in securities gains for the three and six months ended June
30, 2001.                                                                                                                                                                                                                                                                                                                                                    
|- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | The increases in service charges on deposit accounts for the three and
six months ended June 30, 2001, compared to the same periods in 2000,
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 the 30 branches
acquired in Nevada and New Mexico in the first quarter of 2001.                                                                           
| 
| |  | The increases in other service charges and fees for the three and six
months ended June 30, 2001, compared to the same periods in 2000, 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 in the three months ended June
30, 2001 as compared to the same period in 2000, was primarily due to
the receipt of $5 million in termination fees related to the previous
plan to acquire branches that were to be divested under the terminated
Zions Bancorporation and First Security Corporation merger in the
second quarter of 2000. In addition, in the second quarter of 2000, we
recorded the gain on a sale of a surplus facility of $1.2 million.

26



---



##### Table of Contents



NONINTEREST EXPENSE

The following table reflects the key components of the change in noninterest
expense for the three and six months ended June 30, 2001 as compared to the
same periods in 2000:

|                            |                                                         |                           |   |                |         |      |   |          |         |  |  |       |      |  
|--------------------------- | ------------------------------------------------------- | ------------------------- | - | -------------- | ------- | ---- | - | -------- | ------- |  |  | ----- | ---- | -
|                            |                                                         |                           |   | 2001           |         | 2000 |   | % Change
|                            |                                                         |                           |   |                |         |      |   |         
|                            |                                                         |                           |   | (in thousands) |         |      |   |         
|Three months ended June 30, |                                                         |                           |   |                |         |      |   |          |         |  |  |      
|                           
|                           
|                           
|                           
|                            | Salaries and wages                                      |                           | $ | 51,390         |         |      | $ | 45,219   |         |  |  | 13.6  | %   
|                           
|                           
|                           
|                           
|                            | Employee benefits                                       |                           |   | 18,844         |         |      |   | 13,914   |         |  |  | 35.4  |     
|                           
|                           
|                           
|                           
|                            | Occupancy expense                                       |                           |   | 17,006         |         |      |   | 15,559   |         |  |  | 9.3   |     
|                           
|                           
|                           
|                           
|                            | Outside services                                        |                           |   | 11,999         |         |      |   | 12,091   |         |  |  | (.8   | )   
|                           
|                           
|                           
|                           
|                            | Intangible amortization                                 |                           |   | 11,136         |         |      |   | 9,162    |         |  |  | 21.5  |     
|                           
|                           
|                           
|                           
|                            | Equipment expense                                       |                           |   | 7,558          |         |      |   | 7,158    |         |  |  | 5.6   |     
|                           
|                           
|                           
|                           
|                            | Stationery and supplies                                 |                           |   | 5,293          |         |      |   | 5,074    |         |  |  | 4.3   |     
|                           
|                           
|                           
|                           
|                            | Advertising and promotion                               |                           |   | 3,957          |         |      |   | 4,325    |         |  |  | (8.5  | )   
|                           
|                           
|                           
|                           
|                            | Other                                                   |                           |   | 20,533         |         |      |   | 22,941   |         |  |  | (10.5 | )   
|                            |                                                         |                           |   |                |         |      |   |          |         |  |  |      
|                            |                                                         | Total noninterest expense |   | $              | 147,716 |      |   | $        | 135,443 |  |  |       | 9.1  | %
|                            |                                                         |                           |   |                |         |      |   |          |         |  |  |      
|Six months ended June 30,   |                                                         |                           |   |                |         |      |   |          |         |  |  |      
|                           
|                           
|                           
|                           
|                            | Salaries and wages                                      |                           | $ | 100,767        |         |      | $ | 90,557   |         |  |  | 11.3  | %   
|                           
|                           
|                           
|                           
|                            | Employee benefits                                       |                           |   | 36,817         |         |      |   | 27,761   |         |  |  | 32.6  |     
|                           
|                           
|                           
|                           
|                            | Occupancy expense                                       |                           |   | 33,241         |         |      |   | 30,916   |         |  |  | 7.5   |     
|                           
|                           
|                           
|                           
|                            | Outside services                                        |                           |   | 23,502         |         |      |   | 24,130   |         |  |  | (2.6  | )   
|                           
|                           
|                           
|                           
|                            | Intangible amortization                                 |                           |   | 21,420         |         |      |   | 18,302   |         |  |  | 17.0  |     
|                           
|                           
|                           
|                           
|                            | Equipment expense                                       |                           |   | 15,090         |         |      |   | 14,344   |         |  |  | 5.2   |     
|                           
|                           
|                           
|                           
|                            | Stationery and supplies                                 |                           |   | 9,693          |         |      |   | 9,779    |         |  |  | (.9   | )   
|                           
|                           
|                           
|                           
|                            | Advertising and promotion                               |                           |   | 8,290          |         |      |   | 8,404    |         |  |  | (1.4  | )   
|                           
|                           
|                           
|                           
|                            | Restructuring, integration and
other nonrecurring costs |                           |   | 3,935          |         |      |   |         |         |  |  | N/M   |     
|                           
|                           
|                           
|                           
|                            | Other                                                   |                           |   | 45,049         |         |      |   | 42,827   |         |  |  | 5.2   |     
|                            |                                                         |                           |   |                |         |      |   |          |         |  |  |      
|                            |                                                         | Total noninterest expense |   | $              | 297,804 |      |   | $        | 267,020 |  |  |       | 11.5 | %
|                            |                                                         |                           |   |                |         |      |   |          |         |  |  |      
|                            | N/M  Not Meaningful                                    |                           |   |                |         |      |   |          |         |  |  |       |     

As the table above shows in more detail, noninterest expense increased by 9.1%
and 11.5% for the three and six months ended June 30, 2001, respectively,
compared to the same periods in 2000. Factors causing the increase include the
following:



| |  | The increases in salaries and wages were primarily due to increased
staffing as a result of the Nevada and New Mexico branch acquisitions
in the first quarter of 2001.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                        
|- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
| 
| |  | The increases in employee benefits were primarily due to: (1) higher
employee benefits due to increased staffing as a result of the Nevada
and New Mexico branch acquisitions and (2) higher incentive benefits.
Also, the change from the prior years was greater due to lower net
periodic pension benefit credits in 2001.                                                                                                                                                                                                                                                                                                                                                                  
| 
| |  | The increases in intangible amortization were due to the Nevada and New
Mexico branch acquisitions. We recorded an additional $111 million in
goodwill and core deposit intangibles at acquisition.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                            
| 
| |  | Restructuring, integration and other nonrecurring costs related to the
30 branches acquired in Nevada and New Mexico in the first quarter of
2001.                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                             
| 
| |  | For the six months ended June 30, 2001, the increase in other
noninterest expense, as compared to the same period in 2000, was
primarily due to a $5 million charitable contribution made to the First
Hawaiian Foundation, a charitable arm of First Hawaiian that supports
nonprofit and community organizations in the markets where it operates.
For the three-month period ended June 30, 2001, other noninterest
expense was lower compared to the same period in 2000, primarily due to
$3.0 million in expenses related to the planned acquisition of divested
branches resulting from the terminated merger of Zions Bancorporation
and First Security Corporation recognized in 2000.

27



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##### Table of Contents



INCOME TAXES

The Companys effective income tax rates (exclusive of the tax equivalent
adjustment) for the three and six months ended June 30, 2001 were 38.7% and
39.3%, as compared to 42.1% and 41.9%, respectively, for the same periods in
2000. The decrease in the effective income tax rate was primarily due to the
benefit of the donation to First Hawaiian Foundation of Concord stock, certain
benefits related to restricted stock and settlement of state tax audits.

ACCOUNTING DEVELOPMENTS

We have a substantial amount of intangible assets, mainly goodwill and core
deposit intangibles, that stem primarily from the BancWest Merger and the
Nevada and New Mexico branch acquisitions. The amortization of these
intangible assets has a significant effect on our net income and earnings per
share, among other items, as measured under current generally accepted
accounting principles. FASB has recently issued two pronouncements
SFAS No. 141,
Business Combinations and SFAS No. 142, Goodwill and Other Intangible
Assets. See Note 2 to the Consolidated Financial Statements on page 7 for
further information.

In summary, SFAS No. 141 and SFAS No. 142 will end the amortization of goodwill
and instead require review of the goodwills carrying value for impairment.
SFAS No. 141 may apply to goodwill that may arise out of the proposed
acquisition of the Company by BNP Paribas. SFAS No. 142 may apply to existing
goodwill recorded prior to July 1, 2001. The provisions of SFAS No.142 are
effective as of January 1, 2002. The adoption of SFAS No. 142 would have a
significant effect on our earnings and related profitability ratios. Had the
provisions of SFAS No. 142 been adopted for the first six months of 2001, our
net income would increase by approximately $14 million due to the after-tax
effect of the cessation of the amortization of goodwill.

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 17.3%
of total assets at June 30, 2001 compared to 17.6% at December 31, 2000.
Additional information related to our off-balance-sheet instruments at December
31, 2000 and 1999 is included in Note 23 to the Consolidated Financial
Statements on pages 66 and 67 of our 2000 Report on Form 10-K. There have been
no material changes to our off-balance-sheet instruments since December 31,
2000.

Intermediate- and longer-term asset liquidity is primarily provided by
regularly scheduled maturities and cashflows 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 six-months ended June 30, 2001 increased 7.2% to
$14.3 billion, over the year-ended December 31, 2000, primarily due to
continued expansion of our customer base in the Western United States and a
rebound in the economy of Hawaii. Average total deposits funded 74.3% of
average total assets for the six months ended June 30, 2001 and 76% for the
year ended December 31, 2000.

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,
arraying 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 55 and
56 of our 2000 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.

28



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##### Table of Contents



CAPITAL

Stockholders equity was $2.081 billion at June 30, 2001, an increase of 4.6%
over $1.989 billion at December 31, 2000. Compared to June 30, 2000,
stockholders equity at June 30, 2001 increased by $178.2 million, or 9.4%.
The increase was primarily due to net income for the respective periods, less
dividends paid.

Under regulations established to ensure capital adequacy, the Company is
required 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 June 30, 2001 are set forth below:

|                                       |  |                |           |                   |  |        |       |       |  |             |           |  |  |  |      |  
|-------------------------------------- |  | -------------- | --------- | ----------------- |  | ------ | ----- | ----- |  | ----------- | --------- |  |  |  | ---- | -
|                                       |  |                |           |                   |  |        |       |       |  | For Capital
|                                       |  | Actual         |           | Adequacy Purposes
|                                       |  |                |           |                  
|                                       |  | Amount         |           | Ratio             |  | Amount |       | Ratio
|                                       |  |                |           |                   |  |        |       |      
|                                       |  | (in thousands) |           | (in thousands)   
|Tier 1 Capital to
Risk-Weighted
Assets |  | $              | 1,586,380 |                   |  |        | 9.30  | %     |  | $           | 682,458   |  |  |  | 4.00 | %
|                                      
|                                      
|                                      
|                                      
|Total Capital to
Risk-Weighted
Assets  |  | $              | 1,928,078 |                   |  |        | 11.30 | %     |  | $           | 1,364,915 |  |  |  | 8.00 | %
|                                      
|                                      
|                                      
|                                      
|Tier 1 Capital to
Average Assets       |  | $              | 1,586,380 |                   |  |        | 8.55  | %     |  | $           | 742,424   |  |  |  | 4.00 | %

As of June 30, 2001, the Companys depository institution subsidiaries were
categorized as well-capitalized under the applicable federal regulations
regarding the regulatory framework for prompt corrective action. To be
categorized as well-capitalized, a bank must have a Tier 1 risk-based capital
ratio of 6.00% or greater, a total risk-based capital ratio of 10.00% or
greater, a leverage ratio of 5.00% or greater and not be subject to any
agreement, order or directive to meet a specific capital level for any capital
measure.




Item 3. Quantitative and Qualitative Disclosures About Market Risk

INTEREST RATE RISK MEASUREMENT AND MANAGEMENT

The net interest income of the Company 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 its 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 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 subsidiary
companies are responsible for managing interest rate risk. The frequency of
meetings of the Asset/Liability Committees generally range from monthly to
quarterly. Recommendations for changes to a particular subsidiarys interest
rate profile, should they be deemed necessary and exceed established policies,
are made to their respective Board of Directors. Other than loans and leases
that are originated and held for sale and commitments to purchase and sell
foreign currencies and mortgage-backed securities, the Companys interest rate
derivatives and other financial instruments are not entered for trading
purposes.

29



---



##### Table of Contents



INTEREST RATE RISK MEASUREMENT AND MANAGEMENT, Continued

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 and 200 basis-point increases and decreases in
interest rates on the Companys consolidated net interest income over the next
12 months beginning July 1 and January 1, 2001 is shown below:

|                      |  |      |       |     |  |      |       |     |  |     |       |   |  |   |       |    |  |   |       |   
|--------------------- |  | ---- | ----- | --- |  | ---- | ----- | --- |  | --- | ----- | - |  | - | ----- | -- |  | - | ----- | --
|(dollars in millions) |  | + 2% |       | +1% |  | Flat |       | -1% |  | -2%
|                      |  |      |       |     |  |      |       |     |  |    
|July 1,
2001         
|                     
|                     
|                     
|                     
|Net Interest Income   |  | $    | 846.7 |     |  | $    | 859.2 |     |  | $   | 855.9 |   |  | $ | 846.1 |    |  | $ | 830.5 |   
|                     
|                     
|                     
|                     
|Difference from flat  |  | $    | (9.2  | )   |  | $    | 3.3   |     |  | $   |      |   |  | $ | (9.8  | )  |  | $ | (25.4 | ) 
|                     
|                     
|                     
|                     
|% variance            |  |      | (1.1  | )%  |  |      | 0.4   | %   |  |     |      | % |  |   | (1.1  | )% |  |   | (3.0  | )%
|                     
|January 1, 2001      
|                     
|                     
|                     
|                     
|Net Interest Income   |  | $    | 816.9 |     |  | $    | 829.2 |     |  | $   | 825.2 |   |  | $ | 811.0 |    |  | $ | 793.6 |   
|                     
|                     
|                     
|                     
|Difference from flat  |  | $    | (8.3  | )   |  | $    | 4.0   |     |  | $   |      |   |  | $ | (14.2 | )  |  | $ | (31.6 | ) 
|                     
|                     
|                     
|                     
|% variance            |  |      | (1.0  | )%  |  |      | 0.5   | %   |  |     |      | % |  |   | (1.7  | )% |  |   | (3.8  | )%

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 benchmarks 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.

30



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##### Table of Contents






PART II. OTHER INFORMATION




Item 4. Submission of Matters
to a Vote of Security Holders

At the annual meeting of stockholders held on April 19, 2001, the stockholders voted on the following matters:



| | (a) |  | Election by holders of Common Stock of four Non-Class A Directors for a term of three years expiring in
2004, or until their successors are elected and qualified:
| | --- |  | ------------------------------------------------------------------------------------------------------------------------------------------------------------------

|                          |  |       |            |          |  |  |           | 
|------------------------- |  | ----- | ---------- | -------- |  |  | --------- | 
|                          |  | Votes
|                          |  |      
|Name                      |  | For   |            | Withheld
|                          |  |       |            |         
|Dr. Julia Ann Frohlich    |  |       | 60,789,155 |          |  |  | 1,865,778 | 
|                         
|                         
|                         
|                         
|Bert T. Kobayashi, Jr.    |  |       | 60,693,421 |          |  |  | 1,961,511 | 
|                         
|                         
|                         
|                         
|Fred C. Weyand            |  |       | 60,607,327 |          |  |  | 2,047,605 | 
|                         
|                         
|                         
|                         
|Robert C. Wo              |  |       | 60,780,715 |          |  |  | 1,874,218 | 
|                         
|                         
|                         
|                         
|There were no abstentions |  |       |            |          |  |  |           | 

The following persons continue as Non-Class A Directors:

|                    |  |                |      | 
|------------------- |  | -------------- | ---- | 
|                    |  | Expiration of 
|Director            |  | Term of Office
|                    |  |               
|Walter A. Dods, Jr. |  |                | 2002 | 
|                   
|                   
|                   
|                   
|Paul Mullin Ganley  |  |                | 2002 | 
|                   
|                   
|                   
|                   
|Dr. Fujio Matsuda   |  |                | 2002 | 
|                   
|                   
|                   
|                   
|John W. A. Buyers   |  |                | 2003 | 
|                   
|                   
|                   
|                   
|David M. Haig       |  |                | 2003 | 
|                   
|                   
|                   
|                   
|John A. Hoag        |  |                | 2003 | 
|                   
|                   
|                   
|                   
|John K. Tsui        |  |                | 2003 | 



| | (b) |  | Election by holders of Class A Common Stock of three Class A Directors for a term of three years
expiring in 2004, or until their successors are elected and qualified:
| | --- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------

|                  |  |       |            |          |  |  |   | 
|----------------- |  | ----- | ---------- | -------- |  |  | - | 
|                  |  | Votes
|                  |  |      
|Name              |  | For   |            | Withheld
|                  |  |       |            |         
|Robert A. Fuhrman |  |       | 56,074,874 |          |  |  |  | 
|                 
|                 
|                 
|                 
|Pierre Mariani    |  |       | 56,074,874 |          |  |  |  | 
|                 
|                 
|                 
|                 
|Rodney R. Peck    |  |       | 56,074,874 |          |  |  |  | 

The following persons continue as Class A Directors:

|                                                                                |  |                |      | 
|------------------------------------------------------------------------------- |  | -------------- | ---- | 
|                                                                                |  | Expiration of 
|Director                                                                        |  | Term of Office
|                                                                                |  |               
|Jacques Ardant                                                                  |  |                | 2002 | 
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|Edouard A. Sautter (appointed to fill seat
previously held by Yves Martrenchar) |  |                | 2002 | 
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|Don J. McGrath                                                                  |  |                | 2002 | 
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|Michel Larrouilh                                                                |  |                | 2003 | 
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|Joël Sibrac                                                                     |  |                | 2003 | 
|                                                                               
|                                                                               
|                                                                               
|                                                                               
|Jacques Henri Wahl                                                              |  |                | 2003 | 



| | (c) |  | Proposal to increase the number of authorized shares of Common Stock and of Class A Common
Stock: for  114,448,174, against  4,135,148, abstained  146,472, unvoted  16.                       
| | --- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|
| | (d) |  | Proposal to increase the number of shares available for grants under the 1998 Stock Incentive Plan:
for  107,649,220, against  5,517,617, abstained  357,069, unvoted  5,205,904.              
|
| | (e) |  | Proposal to approve certain material terms of the Long-Term Incentive Plan, so as to make certain awards tax
deductible: for  115,373,655, against  3,136,459, abstained  219,682, unvoted  14.
|
| | (f) |  | Proposal to elect PricewaterhouseCoopers LLP as the auditor of the Company: for  117,473,989,
against  1,105,593, abstained  150,219, unvoted  9.                                              

31



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##### Table of Contents






PART II. OTHER INFORMATION




Item 6. Exhibits and Reports on Form 8-K

(a)  Exhibits

|                    |  |                                                                                                                                                                                                                                                                                                                                                                                                                                   
|------------------- |  | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit 2           |  | Agreement and Plan of Merger, dated as of May 8,2001, as Amended and Restated as of July 19, 2001, by and among
BancWest Corporation, a Delaware corporation, BNP Paribas, a société anonyme or limited liability banking company
organized under the laws of the Republic of France, and Chauchat L.L.C., a Delaware limited liability company
(incorporated by reference to Exhibit 2 to Report on Form 8-K filed July 20, 2001)
|                   
|Exhibit 10.26       |  | Amendment No. 3 to BancWest Corporation Deferred Compensation Plan.*                                                                                                                                                                                                                                                                                                                                                              
|                   
|Exhibit 12          |  | Statement regarding computation of ratios.                                                                                                                                                                                                                                                                                                                                                                                        
|                   
|                    |  | *Management contract or compensatory plan or arrangement.                                                                                                                                                                                                                                                                                                                                                                         
|                   
|Reports on Form 8-K |  | Report on Form 8-K filed April 17, 2001 reporting under
Item 9 the issuance of Supplemental Quarterly
Financial Data concerning first quarter earnings.                                                                                                                                                                                                                                                                           
|                   
|                    |  | Report on Form 8-K filed May 11, 2001 reporting under
Item 5 the execution of a definitive Agreement and Plan
of Merger dated as of May 8, 2001 among the Company,
BNP Paribas and Chauchat L.L.C.                                                                                                                                                                                                                                

32



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##### Table of Contents






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 August 13, 2001 | By                                                                                                | /s/ Howard H. Karr
|                     |                                                                                                  
|                     | Howard H. Karr
Executive Vice President and
Chief Financial Officer
(principal financial officer)

33



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##### Table of Contents






EXHIBIT INDEX

|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                    
|------- |  | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|Exhibit |  |                                                                                                                                                                                                                                                                                                                                                                                                                                    
|Number  |  | Description                                                                                                                                                                                                                                                                                                                                                                                                                        
|        |  |                                                                                                                                                                                                                                                                                                                                                                                                                                    
|2       |  | Agreement and Plan of Merger, dated as of May 8, 2001, as Amended
and Restated as of July 19, 2001, by and among BancWest Corporation, a
Delaware corporation, BNP Paribas, a société anonyme or limited
liability banking company organized under the laws of the Republic of
France, and Chauchat L.L.C., a Delaware limited liability company
(incorporated by reference to Exhibit 2 to Report on Form 8-K filed
July 20, 2001)
|       
|10.26   |  | Amendment No.3 to BancWest Corporation Deferred Compensation Plan.*                                                                                                                                                                                                                                                                                                                                                                
|       
|12      |  | Statement regarding computation of ratios.                                                                                                                                                                                                                                                                                                                                                                                         
|       
|        |  | *Management contract or compensatory plan or arrangement.                                                                                                                                                                                                                                                                                                                                                                          

34