Exhibit 4.3

  
	
   

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
  STATE
  OF HAWAII

  	
  Form DC - 3

  
	
  FILED 

  	
  09/13/2004 12:09 PM

  	
   

  	
  DEPARTMENT
  OF COMMERCE AND

  	
  7/2004

  
	
  Business Registration Division

  	
   

  	
  CONSUMER
  AFFAIRS

  	
   

  
	
  DEPT. OF COMMERCE AND CONSUMER AFFAIRS

  	
   

  	
  Business
  Registration Division

  	
   

  
	
   

  	
   

  	
  335
  Merchant Street

  	
   

  
	
  State of Hawaii

  	
   

  	
  Mailing
  Address: P.O. Box 40, Honolulu, Hawaii 96810

  	
   

  
					



 


ARTICLES OF AMENDMENT


(Section 414-286, Hawaii
Revised Statutes)


 


PLEASE TYPE OR PRINT
LEGIBLY IN BLACK INK 


The undersigned, duly authorized officer of the
corporation submitting these Articles of Amendment, certifies as follows: 


	
   

  	
   

  	
   

  
	
  1. 

  	
  The name of the corporation is:

  	
   

  
	
   

  	
   

  	
   

  
	
   

  	
  CENTRAL PACIFIC FINANCIAL CORP.

  
	
   

  	
   

  	
   

  
	
  2. 

  	
  The amendment(s) adopted is attached.

  	
   

  
	
   

  	
   

  	
   

  
	
  3. 

  	
  The total number of shares outstanding is:

  	
  16,141,443 common (as of September 13, 2004); 0 Preferred;

  
	
   

  	
   

  	
  0 Junior Participating
  Preferred, Series A

  
	
   

  	
   

  	
   

  
	
  4. 

  	
  The amendment(s) was adopted (check one):

  	
   

  
	
   

  	
   

  	
   

  
	
  ý

  	
  at a meeting of the shareholders held on 

  	
  September 13, 2004

  
	
   

  	
   

  	
  (Month Day Year)

  
				



 


 




	
  Class/Series

  	
  Total Number of Votes Entitled to be Cast

  	
  Number of Votes Cast For Amendment

  	
  Number of Votes Cast Against Amendment

  
	
  Common

  	
  16,109,107

  	
  13,314,106

  	
  1,062,031

  






 


OR


 


	
  o

  	
  by written
  consent dated 

  	
   

  	
  which all of the shareholders signed.

  
	
   

  	
   

  	
  (Month Day Year)

  	
   

  



 


5. If
the amendment(s) provides for an exchange, reclassification, or cancellation of
issued shares, provisions necessary to effect the
exchange, reclassification, or cancellation, if any, have been made. 


 


The
undersigned certifies under the penalties of Section 414-20, Hawaii Revised
Statutes, that the undersigned has read the above statements and that the same
are true and correct. 


 


	
  Signed this

  	
  14th

  	
  day of 

  	
  September

  	
  ,

  	
  2004

  
	
   

  	
   

  	
   

  	
   

  	
   

  
	
  Glenn K.C. Ching, Vice
  President & Secretary

  	
   

  	
  /s/ Glenn K.C. Ching

  
	
  (Type/Print Name &
  Title)

  	
   

  	
  (Signature of Officer)

  



 


 


SEE INSTRUCTIONS ON
REVERSE SIDE. The articles must be signed by at least one officer of the
corporation. 


 


 





















 


 


ATTACHMENT
TO THE ARTICLES OF AMENDMENT


OF CENTRAL PACIFIC FINANCIAL CORP.


 


 


Article IV. Section 1, of the Articles of
Incorporation of Central Pacific Financial Corp., as amended, is amended to
read as follows:


 


                                                                "1.           The amount of authorized capital stock of the Corporation
shall be ONE HUNDRED MILLION (100,000,000) shares of common stock, no par value
per share, and ONE MILLION (1,000,000) shares of preferred stock, no par value
per share.  The Corporation shall have
the privilege of subsequent extensions of its capital stock from time to time
in the manner provided by law."