BANCORP HAWAII INC
10-Q, 1996-08-14
STATE COMMERCIAL BANKS
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                      U N I T E D   S T A T E S

                 SECURITIES AND EXCHANGE COMMISSION

                      Washington, D.C.  20549

                            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, 1996

                                 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 1-6887

                B A N C O R P   H A W A I I,   I N C.
       ------------------------------------------------------
       (Exact name of registrant as specified in its charter)

            Hawaii                          99-0148992
   ------------------------     ---------------------------------
   (State of incorporation)     (IRS Employer Identification No.)

 130 Merchant Street, Honolulu, Hawaii                    96813
- ----------------------------------------               ----------
(Address of principal executive offices)               (Zip Code)

                          (808) 847-8888
       ----------------------------------------------------
       (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, and
(2) has been subject to such filing requirements for the past 90
days.

                         Yes  X      No    

Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.

Common Stock, $2 Par Value; outstanding at July 31, 1996 -
40,833,656 shares
<PAGE>
BANCORP HAWAII, INC. and subsidiaries
June 30, 1996





PART I. - Financial Information

Item 1.  Financial Statements

     The consolidated statements of condition as of June 30, 1996
and 1995, and December 31, 1995 and related statements of income,
shareholders' equity, and cash flows are included herein.

     The unaudited financial statements listed above have been
prepared in accordance with the instructions to Form 10-Q and
therefore do not include all information and footnotes necessary
for a fair presentation of financial position, results of
operations, and changes in financial position in conformity with
generally accepted accounting principles.

     The financial statements reflect all adjustments of a normal
and recurring nature which are, in the opinion of management,
necessary to a fair statement of the results for the interim
periods.  Certain accounts have been reclassified to conform with
the 1996 presentation.<PAGE>
<TABLE>
Consolidated Statements of Condition (Unaudited)                            Bancorp Hawaii, Inc. and subsidiaries
- ------------------------------------------------------------------------------------------------------------------
<CAPTION>
                                                                                June 30  December 31      June 30
(in thousands of dollars)                                                          1996         1995         1995
- ------------------------------------------------------------------------------------------------------------------
<S>                                                                         <C>          <C>          <C>
Assets
Interest-Bearing Deposits                                                      $638,204     $789,050     $752,923
Investment Securities - Held to Maturity
          (Market Value of $1,272,486, $1,135,364 and $1,565,095 respective   1,280,379    1,129,251    1,574,160
Investment Securities - Available for Sale                                    2,217,867    2,230,902    1,543,324
Securities Purchased Under Agreements to Resell                                      --           --       90,000
Funds Sold                                                                      218,628      116,173      144,900
Loans                                                                         8,549,043    8,152,406    7,704,174
  Unearned Income                                                              (177,225)    (147,404)    (142,084)
  Reserve for Possible Loan Losses                                             (163,266)    (151,979)    (150,302)
- ------------------------------------------------------------------------------------------------------------------
Net Loans                                                                     8,208,552    7,853,023    7,411,788
- ------------------------------------------------------------------------------------------------------------------
    Total Earning Assets                                                     12,563,630   12,118,399   11,517,095
Cash and Non-Interest Bearing Deposits                                          482,067      469,031      474,554
Premises and Equipment                                                          271,762      246,515      231,978
Customers' Acceptance Liability                                                  21,759       16,825       22,648
Accrued Interest Receivable                                                      85,910       84,669       74,598
Other Real Estate                                                                 9,571        9,306        1,581
Intangibles, including Goodwill                                                  96,971       87,673       91,422
Trading Securities                                                                1,192           29          566
Other Assets                                                                    157,292      174,337      159,209
- ------------------------------------------------------------------------------------------------------------------
    Total Assets                                                            $13,690,154  $13,206,784  $12,573,651
==================================================================================================================

Liabilities
Domestic Deposits
  Demand - Non-Interest Bearing                                              $1,295,882   $1,549,302   $1,377,586
                 - Interest-Bearing                                           1,612,901    1,592,533    1,653,386
  Savings                                                                       931,286    1,004,550    1,051,617
  Time                                                                        2,517,056    2,204,242    1,835,287
Foreign Deposits                                                              2,065,696    1,226,143    1,086,042
- ------------------------------------------------------------------------------------------------------------------
    Total Deposits                                                            8,422,821    7,576,770    7,003,918

Securities Sold Under Agreements to Repurchase                                1,695,907    1,926,540    2,250,738
Funds Purchased                                                                 600,232      787,437      379,473
Short-Term Borrowings                                                           499,580      476,867      655,652
Bank's Acceptances Outstanding                                                   21,759       16,825       22,648
Accrued Pension Costs                                                            23,451       21,145       24,433
Accrued Interest Payable                                                         70,629       49,473       48,669
Accrued Taxes Payable                                                           145,427      160,306      165,730
Minority Interest                                                                17,057        2,961        2,641
Other Liabilities                                                                86,166       70,588      121,241
Long-Term Debt                                                                1,057,225    1,063,436      877,640
- ------------------------------------------------------------------------------------------------------------------
    Total Liabilities                                                        12,640,254   12,152,348   11,552,783


Shareholders' Equity
Common Stock ($2 par value), authorized 100,000,000 shares;
    outstanding,  June 1996 - 40,830,130;
    December 1995 - 41,340,817; June 1995 - 41,520,923;                          81,660       82,682       83,042
Surplus                                                                         221,897      240,080      249,718
Unrealized Valuation Adjustments                                                (15,760)      13,902       12,410
Retained Earnings                                                               762,103      717,772      675,698
- ------------------------------------------------------------------------------------------------------------------
    Total Shareholders' Equity                                                1,049,900    1,054,436    1,020,868
- ------------------------------------------------------------------------------------------------------------------
    Total Liabilities and Shareholders' Equity                              $13,690,154  $13,206,784  $12,573,651
==================================================================================================================
/TABLE
<PAGE>
<TABLE>
Consolidated Statements of Income (Unaudited)                               Bancorp Hawaii, Inc. and subsidiaries
- ------------------------------------------------------------------------------------------------------------------
<CAPTION>
                                                                  3 Months     3 Months     6 Months     6 Months
                                                                     Ended        Ended        Ended        Ended
                                                                   June 30      June 30      June 30      June 30
(in thousands of dollars except per share amounts)                    1996         1995         1996         1995
- ------------------------------------------------------------------------------------------------------------------
<S>                                                             <C>          <C>          <C>          <C>
Interest Income
  Interest on Loans                                               $167,460     $151,161     $325,259     $298,305
  Loan Fees                                                          8,283        6,087       16,577       13,109
  Income on Lease Financing                                          6,640        3,100        9,674        6,092
  Interest and Dividends on Investment Securities
    Taxable                                                         14,545       23,734       29,161       46,764
    Non-taxable                                                        298          351          609          719
  Income on Investment Securities Available for Sale                35,995       26,337       72,859       51,204
  Interest on Deposits                                               9,901       10,169       18,908       18,374
  Interest on Security Resale Agreements                                --          133           --          133
  Interest on Funds Sold                                               916          758        2,078        1,715
- ------------------------------------------------------------------------------------------------------------------
Total Interest Income                                              244,038      221,830      475,125      436,415
Interest Expense
  Interest on Deposits                                              70,360       58,977      133,362      113,969
  Interest on Security Repurchase Agreements                        24,582       30,333       49,925       60,266
  Interest on Funds Purchased                                        7,352        7,015       14,718       15,149
  Interest on Short-Term Borrowings                                  5,328        4,526       11,472       10,204
  Interest on Long-Term Debt                                        15,587       13,832       31,982       27,359
- ------------------------------------------------------------------------------------------------------------------
Total Interest Expense                                             123,209      114,683      241,459      226,947
- ------------------------------------------------------------------------------------------------------------------

Net Interest Income                                                120,829      107,147      233,666      209,468
Provision for Possible Loan Losses                                   4,163        4,120        8,587        8,573
- ------------------------------------------------------------------------------------------------------------------
Net Interest Income After Provision for Possible Loan Losses       116,666      103,027      225,079      200,895
Non-Interest Income
  Trust Income                                                      11,814       12,135       24,718       25,526
  Service Charges on Deposit Accounts                                7,390        6,180       13,951       12,840
  Fees, Exchange, and Other Service Charges                         13,426       12,428       25,385       24,785
  Other Operating Income                                             9,969        4,962       16,300       10,534
  Investment Securities Gains (Losses)                                  67          273          (62)       2,104
- ------------------------------------------------------------------------------------------------------------------
Total Non-Interest Income                                           42,666       35,978       80,292       75,789
Non-Interest Expense
  Salaries                                                          40,899       35,408       77,519       71,005
  Pensions and Other Employee Benefits                              12,071       10,896       25,480       22,153
  Net Occupancy Expense of Premises                                  8,662       10,040       19,444       20,252
  Net Equipment Expense                                              8,797        9,033       16,554       16,774
  Other Operating Expense                                           32,857       28,114       61,711       54,079
  Minority Interest                                                    501          198          657          481
- ------------------------------------------------------------------------------------------------------------------
Total Non-Interest Expense                                         103,787       93,689      201,365      184,744
- ------------------------------------------------------------------------------------------------------------------
      Income Before Income Taxes                                    55,545       45,316      104,006       91,940
Provision for Income Taxes                                          20,932       16,768       36,683       35,144
- ------------------------------------------------------------------------------------------------------------------

      Net Income                                                   $34,613      $28,548      $67,323      $56,796
==================================================================================================================
Earnings Per Common Share and Common Share Equivalents               $0.84        $0.68        $1.63        $1.35
- ------------------------------------------------------------------------------------------------------------------
Average Common Shares and Common Share Equivalents Outstanding  41,276,498   42,121,368   41,411,266   42,129,385
- ------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
Consolidated Statements of Shareholders' Equity (Unaudited)               Bancorp Hawaii, Inc. and subsidiaries
- ----------------------------------------------------------------------------------------------------------------
<CAPTION>
                                                                  Common                 Unrealized    Retained
(in thousands of dollars except per share amounts)     Total       Stock     Surplus  Valuation Adj.   Earnings
- ----------------------------------------------------------------------------------------------------------------
<S>                                               <C>            <C>        <C>            <C>         <C>
Balance at December 31, 1995                      $1,054,436     $82,682    $240,080        $13,902    $717,772
Net Income                                            67,323        -           -              -         67,323
Sale of Common Stock
   35,803 Profit Sharing Plan                          1,231          72       1,159           -           -
  151,216 Stock Option Plan                            3,549         302       3,247           -           -
   92,394 Dividend Reinvestment Plan                   3,634         184       3,450           -           -
    1,800 Restricted Share Plan                           64           4          60           -           -
Stock Repurchased                                    (27,683)     (1,584)    (26,099)          -           -
Unrealized Valuation Adjustments
   Investment Securities                             (22,349)       -           -           (22,349)       -
   Foreign Exchange Translation Adjustment            (7,313)       -           -            (7,313)       -
Cash Dividends Paid of $.56 Per Share                (22,992)       -           -              -        (22,992)
- ----------------------------------------------------------------------------------------------------------------
Balance at June 30, 1996                          $1,049,900     $81,660    $221,897       ($15,760)   $762,103
================================================================================================================

Balance at December 31, 1994                        $966,788     $83,703    $260,040       ($18,122)   $641,167
Net Income                                            56,796        -           -              -         56,796
Sale of Common Stock
   96,251 Profit Sharing Plan                          2,637         192       2,445           -           -
   84,332 Stock Option Plan                            1,495         169       1,326           -           -
  132,374 Dividend Reinvestment Plan                   3,735         265       3,470           -           -
Stock Repurchased                                    (18,850)     (1,287)    (17,563)          -           -
Unrealized Valuation Adjustments
   Investment Securities                              24,826        -           -            24,826        -
   Foreign Exchange Translation Adjustment             5,706        -           -             5,706        -
Cash Dividends Paid of $.53 Per Share                (22,265)       -           -              -        (22,265)
- ----------------------------------------------------------------------------------------------------------------
Balance at June 30, 1995                          $1,020,868     $83,042    $249,718        $12,410    $675,698
================================================================================================================
</TABLE>
<PAGE>
<TABLE>
Consolidated Statements of Cash Flows(Unaudited)                         Bancorp Hawaii, Inc. and subsidiaries
- ---------------------------------------------------------------------------------------------------------------
<CAPTION>
Six Months Ended June 30
(in thousands of dollars)                                                                    1996         1995
- ---------------------------------------------------------------------------------------------------------------
<S>                                                                                      <C>          <C>
Operating Activities
Net Income                                                                                $67,323      $56,796
Adjustments to reconcile net income to net cash provided by operating activities:
     Provision for loan losses, depreciation, and amortization of income and expense        6,935        5,497
     Deferred income taxes                                                                 (1,704)      (2,459)
     Realized and unrealized investment security gains                                     94,067        1,387
     Net decrease in trading securities                                                     1,163       13,130
     Other assets and liabilities, net                                                     19,810       25,879
                                                                                      ------------ ------------
     Net cash provided by operating activities                                            187,594      100,230
- ---------------------------------------------------------------------------------------------------------------
Investing Activities
Proceeds from redemptions of investment securities held to maturity                       419,088      519,393
Purchases of investment securities held to maturity                                      (548,108)    (307,593)
Proceeds from sales of investment securities available for sale                           527,659      283,159
Purchases of investment securities available for sale                                    (645,939)    (421,356)
Net decrease in interest-bearing deposits placed in other banks                           355,537      (25,907)
Net decrease (increase) in funds sold                                                    (102,455)    (180,733)
Net increase in loans and lease financing                                                 241,710      201,405
Premises and equipment, net                                                               (21,936)     (21,385)
Purchase of additional interest, net of cash and non-interest bearing deposits acquired:
   Banque D'Hawaii (Vanuatu), Ltd.                                                             --        6,808
   Credipac Polynesie and Credipac Nouvelle Caledonie                                       1,291           --
Purchase of majority interest of Banque de Tahiti & New Caledonie
   net of cash and non-interest bearing deposits acquired                                  23,892           --
                                                                                      ------------ ------------
     Net cash provided by investing activities                                            250,739       53,791
- ---------------------------------------------------------------------------------------------------------------
Financing Activities
Net increase in demand, savings, and time deposits                                         25,549     (122,365)
Proceeds from lines of credit and long-term debt                                          571,293       16,068
Principal payments on lines of credit and long-term debt                                 (577,504)          --
Net decrease in short-term borrowings                                                    (395,125)     (54,390)
Proceeds from sale (repurchase) of stock                                                  (19,205)     (10,983)
Cash dividends                                                                            (22,992)     (22,265)
                                                                                      ------------ ------------
     Net cash used by financing activities                                               (417,984)    (193,935)

Effect of exchange rate changes on cash                                                    (7,313)       5,706
                                                                                      ------------ ------------
     Decrease in cash and non-interest bearing deposits                                    13,036      (34,208)

Cash and non-interest bearing deposits at beginning of year                               469,031      508,762
                                                                                      ------------ ------------
Cash and non-interest bearing deposits at end of period                                  $482,067     $474,554
- ---------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
Item 2.   Management's Discussion and Analysis of Financial
          Condition and Results of Operations


Financial Review


Performance Highlights

     Bancorp Hawaii, Inc. (Bancorp) reported earnings for the
second quarter of 1996 of $34.6 million, 21.2% above earnings for
the second quarter of 1995.  On a per share basis, earnings were
$0.84 for the second quarter of 1996, an increase from the $0.68
reported for the second quarter of 1995, and from the $0.79
reported for the first quarter of 1996.

     For the six months ended June 30, 1996, Bancorp reported net
income of $67.3 million, 18.5% above that for the same period in
1995.  Earnings per share were $1.63 for the first half of 1996,
compared with $1.35 for the same period in 1995.  Earnings reflect
the improving economy in Hawaii, Bancorp's main market, the
improvement in Bancorp's net interest margin, and the acquisition
of the majority interest of Banque de Tahiti (BDT) and Banque de
Nouvelle Caledonie (BNC) during the second quarter.  With the
increased ownership, the consolidated financial statements of
Bancorp includes the balance sheet of BDT and BNC as of June 30,
1996 and the income statement from May 2, 1996, the acquisition
date.  Comparisons with prior periods should consider this change.

     Performance ratios for the year-to-date period improved over
those reported for the year ended December 31, 1995.  Return on
average assets and return on average equity were 1.03% and 12.70%,
respectively, for the first half of 1996.  These ratios were 0.93%
and 11.42%, respectively, for the like period in 1995 and 0.98% and
11.87%, respectively, for all of 1995.

      Total assets ended June 30, 1996 at $13.7 billion, an
increase from $13.2 billion at December 31, 1995 and $12.6 billion
at June 30, 1995.  Net loans outstanding increased from June 30,
1995 and year-end 1995 by 10.7% and 4.5%, respectively.  Total
investment securities increased to $3.5 billion at June 30, 1996
representing a 4.1% increase from year-end 1995 and 12.2% from the
same date a year ago.

     Total deposits increased to $8.4 billion, compared to $7.6
billion reported at year-end 1995 and increased from the $7.0
billion reported a year ago on June 30.  Securities sold under
agreements to repurchase (repos) as of June 30, 1996 totaled $1.7
billion, a decrease of 12.0% from year-end 1995 and a 24.7% decline
from June 30, 1995.  The changes in repo balances, which are mainly
comprised of government funds, are explained later in this report.

     Non-performing assets (NPAs) have increased to $84.0 million
at June 30, 1996.  This total reflects the inclusion of the BDT and
BNC NPA which was $19.4 million at June 30, 1996.  A further
discussion on NPAs and the Reserve for Loan Losses follows later in
this report.

     Trust income for the second quarter of 1996 totaled $11.8
million, a 2.6% decrease from the same quarter in 1995.  Growing
trust income has been difficult as competition based on pricing has
increased.  Products introduced in recent years such as the Pacific
Capital family of funds are gaining recognition and building
historical results creating opportunities for future growth.

     The average net interest margin or spread on earning assets
for the second quarter of 1996 grew to 3.91% bringing year-to-date
spread through June 30 to 3.85%.  Comparatively, spread was 3.80%
for the same quarter in 1995 and 3.71% for the first half of 1995. 
A further discussion of spread follows in this report.  


Risk Elements in Lending Activities

     At June 30, 1996, total loans were $8.5 billion, a 4.9%
increase from year-end 1995 and 11.0% above total loans on June 30,
1995.  As indicated earlier in this report, the BDT and BNC loans
have been included in Bancorp's consolidated totals.  At June 30,
1996, BDT and BNC loans totaled $0.6 billion.  Also during the
quarter, Bancorp securitized $350 million in residential mortgage
loans and retained the securities in its held to maturity
investment portfolio.  Adjusting the June 30, 1996 total loans for
the acquisition and securitization, the increase from year-end 1995
would have been 1.5%.  The following table presents Bancorp's total
loan portfolio balances for the periods indicated.<PAGE>
<TABLE>
Loan Portfolio Balances                   Bancorp Hawaii, Inc., and subsidiaries
- ---------------------------------------------------------------------------------
<CAPTION>
                                                 June 30 December 31     June 30
(in millions of dollars)                            1996        1995        1995
- ---------------------------------------------------------------------------------
<S>                                             <C>         <C>         <C>
Domestic Loans
   Commercial and Industrial                    $1,771.7    $1,902.2    $1,863.0
   Real Estate
         Construction -- Commercial                210.6       199.6       129.8
                      -- Residential                26.2        33.7        40.9
          Mortgage -- Commercial                 1,283.9     1,308.8     1,259.4
                   -- Residential                2,550.9     2,702.4     2,532.3
   Installment                                     815.4       817.3       762.5
   Lease Financing                                 406.8       392.9       384.2
- ---------------------------------------------------------------------------------
     Total Domestic                              7,065.5     7,356.9     6,972.1
- ---------------------------------------------------------------------------------
   Foreign Loans                                 1,483.5       795.5       732.1
- ---------------------------------------------------------------------------------
     Total Loans                                $8,549.0    $8,152.4    $7,704.2
=================================================================================
</TABLE>
<PAGE>
Commercial and Industrial Loans

     Commercial and Industrial loans outstanding were $1.8 billion
as of June 30, 1996, a decrease of 6.9% from year-end 1995 and 4.9%
from June 30, 1995.  The decline in Commercial and Industrial loans
has been affected by the Hawaii economy which has stifled loan
demand, low and undesirable pricing in the U.S. corporate market,
and aggressive management of substandard borrowers.


Real Estate Loans

     Real estate loans totaled $4.1 billion at June 30, 1996, a
4.1% decrease from year-end 1995 but a 2.8% increase from the same
date a year ago.  The decrease since year-end 1995 was attributed
to the securitization of $350 million in residential mortgage loans
in this quarter.  Considering this securitization, a comparison
with year-end 1995 would reflect an increase of 4.2% in total real
estate loans.

     Construction loans at June 30, 1996 totaled $236.8 million,
compared with $233.3 million at year-end 1995 and $170.7 million at
June 30, 1995.  Commercial mortgage loans have remained relatively
consistent.


Other Lending

     Installment loans and leases have remained at similar levels
compared to year-end 1995 balances.  At June 30, 1996, total
installment loans were $815.4 million, compared with $817.3 million
reported at year-end 1995, and $762.5 million on the same date in
1995.  The growth from a year ago was evenly divided between charge
cards and consumer installment loans.  Total leases at June 30,
1996 increased to $406.8 million from $392.9 million at year-end
1995.  Lease financing activity has become very competitive as
interest rates have remained at relatively low levels.  

     Foreign loan balances were $1.48 billion as of June 30, 1996,
compared to $795 million at year-end 1995, and $732.1 million at
June 30, 1995.  The rise in the foreign loan total since year-end
reflects the BDT and BNC loan portfolio acquired during the
quarter.  


Non-Performing Assets and Past Due Loans

     Bancorp's non-performing assets include non-accrual loans,
restructured loans and foreclosed real estate.  NPAs as of June 30,
1996 increased to $84.0 million reflecting the inclusion of the NPA
for BDT and BNC for the first time.  As of quarter-end, excluding
the NPAs reported for BDT and BNC, the total would have been $64.6
million compared with $62.9 million at March 31, 1996 and $56.9
million at year-end 1995.  NPAs as of June 30, 1996 represented
0.98% of total loans outstanding.  This ratio compares with 0.76%
at the end of the first quarter 1996 and 0.70% as of year-end 1995. 
This ratio was 0.66% at the end of the second quarter 1995. 
Bancorp continues its effort to monitor and manage NPAs
aggressively.  Total non-performing assets and loans 90 days past
due represented 1.39% of loans outstanding compared with 0.95% at
year-end 1995 and 1.02% at March 31, 1996.  Excluding the affects
of the acquisitions, total non-performing assets and loans 90 days
past due as of June 30, 1996 would have been 0.89%.

     Non-accrual loans increased during the quarter to $74.4
million from $53.7 million at the March 1996 quarter-end and $47.6
million at year-end 1995.  The increase from the first quarter of
1996 reported in the foreign category reflecting the acquisition. 
Without the additional non-accrual loans reported by BDT and BNC,
non-accrual loans would have been $55.0 million at June 30, 1996.

     Accruing 90 day past due loans have increased to $35.0 million
mainly in the foreign category reflecting the acquisition.  Past
due loans would have been $21.2 million without the past due loans
for BDT and BNC as of June 30, 1996.  Installment past due loans
(including charge cards) decreased to $8.0 million at June 30, 1996
from $11.5 million as of March 31, 1996, the result of stepped up
collection efforts and charge-offs.  Residential mortgage loans
past due 90 days increased to $7.3 million, 0.29% of total
residential mortgage loans, while past due commercial mortgage
loans increased to $3.5 million, 0.27% of total commercial real
estate loans.  Both these ratios remain at modest levels.  For
residential mortgage loans, the underlying collateral which
represented, at initial closing, loan to value ratios of 70-80%, 
significantly reduces loss exposure.  

     The foreclosed real estate category remained at low levels,
totaling $9.6 million at June 30, 1996, compared with $9.2 million
at March 31, 1996 and $9.3 million at year-end 1995.  There were
only 22 properties in Other Real Estate at June 30, 1996.

     The following table presents NPAs and past due loans for the
periods indicated.<PAGE>
<TABLE>
Bancorp Hawaii, Inc.
Consolidated Non-Performing Assets and Accruing Loans Past Due 90 Days or More
- -------------------------------------------------------------------------------
<CAPTION>
                                            June 30   December 31      June 30
(in millions of dollars)                       1996          1995         1995
- -------------------------------------------------------------------------------
<S>                                          <C>            <C>          <C>
Non-Accrual Loans
   Commercial                                 $17.7         $16.9        $15.3
   Real Estate
     Construction                                --           0.3          0.8
     Commercial                                14.7          14.9         16.5
     Residential                               19.0          14.7         15.5
   Installment                                  1.1           0.8          1.2
   Leases                                       1.8            --          0.1
   Foreign                                     20.1            --           --
- -------------------------------------------------------------------------------
         Subtotal                              74.4          47.6         49.4


Restructured Loans                               --            --           --


Foreclosed Real Estate
   Domestic                                     9.6           9.3          1.6
   Foreign                                       --            --           --
- -------------------------------------------------------------------------------
         Subtotal                               9.6           9.3          1.6
- -------------------------------------------------------------------------------
     Total Non-Performing Assets               84.0          56.9         51.0
- -------------------------------------------------------------------------------

Accruing Loans Past Due 90 Days or More
   Commercial                                   1.9           1.8          2.1
   Real Estate
     Construction                               0.4            --           --
     Commercial                                 3.5           2.4          0.1
     Residential                                7.3           5.8          7.3
   Installment                                  8.0          10.5          6.5
   Leases                                       0.1           0.2           --
   Foreign                                     13.8            --           --
- -------------------------------------------------------------------------------
         Subtotal                              35.0          20.7         16.0
- -------------------------------------------------------------------------------
     Total                                   $119.0         $77.6        $67.0
===============================================================================
- -------------------------------------------------------------------------------
Ratio of Non-Performing Assets
   to Total Loans                              0.98%         0.70%        0.66%
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
Ratio of Non-Performing Assets
   and Accruing Loans Past Due
   90 Days or More to Total Loans              1.39%         0.95%        0.87%
- -------------------------------------------------------------------------------
</TABLE>
<PAGE>
Summary of Loan Loss Experience

     The reserve for loan losses stood at $163.3 million at June
30, 1996, representing 1.95% of loans outstanding.  This compares
with 1.88% as of March 31, 1996, 1.90% at year-end 1995 and 1.99%
on June 30, 1995.

     Loan loss provisions were $4.2 million for the second quarter
of 1996, compared with the $4.4 million reported for the first
quarter of 1996.  Bancorp reported net recoveries of $0.1 million
for the second quarter of 1996, combined with the net charge-offs
of $4.3 million for the first quarter of 1996, this brought year-
to-date net charge-offs to $4.2 million.

     Gross charge-offs increased to $14.0 million for the second
quarter of 1996, compared to $6.9 million for the first quarter of
1996.  Year-to-date, gross charge-offs totaled $20.9 million,
compared with $15.9 million for the same period in 1995. 
Recoveries reported for the quarter ended June 30, 1996 were $14.1
million, bringing year-to-date recoveries to $16.7 million. 
Recoveries through June 30, 1996, which already exceed the $14.4
million reported for all of 1995, were boosted by an $11.5 million
recovery on loans secured by commercial leasehold property charged
off in 1992 and 1993. 

     The annualized ratio of net charge-offs to average loans
outstanding for the second quarter 1996 was zero percent.  The
ratio of net charge-offs to average loans of 0.10% for the first
half of 1996 and 0.18% for the comparable period in 1995.  For the
full year of 1995, Bancorp reported a ratio of 0.18%.

     A detailed breakdown of charge-offs and recoveries by loan
category is presented in the following table.<PAGE>
<TABLE>
Summary of Loss Experience                               Bancorp Hawaii, Inc., and subsidiaries
- ------------------------------------------------------------------------------------------------
<CAPTION>
                                                      Second     Second   First Six   First Six
                                                     Quarter    Quarter      Months      Months
(in millions of dollars)                                1996       1995        1996        1995
- ------------------------------------------------------------------------------------------------
<S>                                                 <C>        <C>         <C>         <C>
Average Loans Outstanding                           $8,464.6   $7,587.8    $8,242.3    $7,599.1
Balance of Reserve for Possible Loan Losses
   at Beginning of Period                             $152.1     $150.4      $152.0      $148.5
Loans Charged Off
   Commercial and Industrial                             2.5        4.9         3.9         6.6
   Real Estate - Construction                             --         --          --         2.1
   Real Estate - Mortgage
     Commercial                                          0.8        0.4         1.3         0.5
     Residential                                         0.7        0.2         0.9         0.2
   Installment                                          10.0        3.4        14.6         6.4
   Foreign                                                --         --          --          --
   Leases                                                 --        0.1         0.2         0.1
- ------------------------------------------------------------------------------------------------
Total Charged Off                                       14.0        9.0        20.9        15.9
Recoveries on Loans Previously Charged Off
   Commercial and Industrial                            12.6        2.3        13.2         5.5
   Real Estate - Construction                             --         --         0.7          --
   Real Estate - Mortgage
     Commercial                                          0.1         --         0.1          --
     Residential                                         0.1         --         0.2          --
   Installment                                           1.1        0.9         2.1         1.7
   Foreign                                                --        1.3          --         1.3
   Leases                                                0.2        0.3         0.4         0.6
- ------------------------------------------------------------------------------------------------
Total Recoveries                                        14.1        4.8        16.7         9.1
- ------------------------------------------------------------------------------------------------
Net Charge Offs (Recoveries)                            (0.1)       4.2         4.2         6.8
Provision Charged to Operating Expenses                  4.2        4.1         8.6         8.6
Reserves Acquired                                        6.9         --         6.9          --
- ------------------------------------------------------------------------------------------------
Balance at End of Period                              $163.3     $150.3      $163.3      $150.3
================================================================================================
Ratio of Net Charge Offs (Recoveries) to
  Average Loans Outstanding  (annualized)               0.00%      0.22%       0.10%       0.18%
- ------------------------------------------------------------------------------------------------
Ratio of Reserve to Loans Outstanding                   1.95%      1.99%       1.95%       1.99%
- ------------------------------------------------------------------------------------------------
/TABLE
<PAGE>
Capital

     Bancorp continues to manage its capital levels through the
target ratios outlined in Bancorp's 1995 Annual Report.  The
acquisition of the banks in the South Pacific, as expected, has had
an impact on Bancorp's ratios as discussed below.  Bancorp's
average equity to average assets ratio for the second quarter of
1996 was 8.14%, a decrease from the 8.27% reported for 1995 and
8.33% for the first quarter of 1996.

     Bancorp's shareholders' equity at June 30, 1996 totaled $1.0
billion.  New shares issued for the profit sharing, stock option
and dividend reinvestment plans increased capital by $4.8 million
during the quarter.  Under Bancorp's continuing stock repurchase
programs, $5.4 million of shares were repurchased during the second
quarter of 1996 largely to offset the requirements of the various
plans.  Bancorp implemented its restricted stock program approved
by shareholders issuing 1,800 shares during the quarter.  Dividends
for the quarter totaled $11.5 million, the same as the first
quarter dividends.  The dividends were paid at $0.28 per share for
both quarters of 1996.

     Regulatory risk-based capital remain above minimum guidelines. 
At June 30, 1996, Bancorp's Total Capital and Tier 1 Capital ratios
were 11.80% and 9.42%, respectively.  This compares with year-end
1995, when the Total Capital Ratio was 12.74% and the Tier 1
Capital Ratio was 10.25%.  Regulatory guidelines prescribe a
minimum Total Capital Ratio of 10.00% and a Tier 1 Capital Ratio of
6.00% for an institution to qualify as well capitalized.  Bancorp's
strategy is to maintain its capital ratios at levels to meet this
qualification to benefit from the financial and regulatory
incentives provided to well capitalized companies.

     In addition, the leverage ratio, which represents the ratio of
Tier 1 Capital to Total Average Assets, was 7.62% at June 30, 1996,
compared to 7.82% at year-end 1995.  The required minimum ratio is
5.00%, to qualify an institution as well capitalized.


Spread Management

     The average net interest margin or spread on earning assets
for the second quarter of 1996 improved to 3.91% from 3.80%
reported for both the first quarter of 1996 and the second quarter
of 1995. Year-to-date spread through June 1996 was 3.85% compared
to 3.71% for the same period in 1995. The improvement is partly
attributed to the acquisition of the South Pacific banks whose
spread is higher.

     The cost of funds rate for the second quarter of 1996 was
4.76%, which was slightly below the 4.80% reported for the second
quarter of 1995 but slightly higher than the 4.67% for the first
quarter of 1996.  The earning asset yield was 7.88% for the second
quarter of 1996, a slight increase over the second quarter 1995
yield of 7.84%, and 7.77% yield reported in the first quarter of
1996.<PAGE>
<TABLE>
Consolidated Average Balances and Interest Rates Taxable Equivalent  Bancorp Hawaii, Inc. and subsidiaries
- ----------------------------------------------------------------------------------------------------------
<CAPTION>
                                                         Three Months Ended           Three Months Ended
                                                           June 30, 1996                June 30, 1995
                                                       Average Income/Yield/        Average Income/Yield/
(in millions of dollars)                               Balance Expense  Rate        Balance Expense  Rate
- ----------------------------------------------------------------------------------------------------------
<S>                                                  <C>        <C>    <C>        <C>        <C>    <C> 
Earning Assets
  Interest Bearing Deposits                             $756.5   $9.9   5.26%        $626.9  $10.2   6.51%
  Investment Securities
    -Taxable                                             893.2   14.5   6.55        1,481.8   23.7   6.42
    -Tax-Exempt                                           13.1    0.5  14.11           16.7    0.5  12.97
                                                       2,255.7   36.0   6.42        1,598.8   26.3   6.61
  Funds Sold                                              87.5    0.9   4.21           57.7    0.9   6.20
  Net Loans
    -Domestic                                          7,216.6  148.8   8.29        6,851.9  143.3   8.39
    -Foreign                                           1,248.0   25.4   8.19          735.9   11.3   6.17
  Loan Fees                                                       8.3                          6.1
                                                     ------------------------     ------------------------
    Total Earning Assets                              12,470.6  244.3   7.88       11,369.7  222.3   7.84
Cash and Due From Banks                                  467.8                        474.3
Other Assets                                             433.1                        388.1
                                                     ----------                   ----------
    Total Assets                                     $13,371.5                    $12,232.1
                                                     ==========                   ==========


Interest Bearing Liabilities
  Domestic Deposits - Demand                          $1,672.2   11.9   2.86       $1,747.0   12.9   2.96
                    - Savings                            956.6    5.9   2.49        1,069.9    7.8   2.94
                    - Time                             2,360.5   31.6   5.38        1,805.3   22.7   5.04
                                                     ------------------------     ------------------------
    Total Domestic                                     4,989.3   49.4   3.98        4,622.2   43.4   3.77
    Total Foreign                                      1,373.9   20.9   6.13          904.8   15.6   6.90
                                                     ------------------------     ------------------------
    Total Deposits                                     6,363.2   70.3   4.45        5,527.0   59.0   4.28
Short-Term Borrowings                                  2,869.0   37.3   5.22        3,076.6   41.9   5.46
Long-Term Debt                                         1,181.4   15.6   5.31          983.8   13.8   5.64
                                                     ------------------------     ------------------------
    Total Interest Bearing Liabilities                10,413.6  123.2   4.76        9,587.4  114.7   4.80
                                                     ------------------------     ------------------------
Net Interest Income                                             121.1   3.12                 107.6   3.04
Average Spread on Earning Assets                                        3.91%                        3.80%
Demand Deposits                                        1,364.4                      1,370.9
Other Liabilities                                        529.7                        254.1
Shareholders' Equity                                   1,063.8                      1,019.7
                                                     ----------                   ----------
    Total Liabilities and Shareholders' Equity       $13,371.5                    $12,232.1
                                                     ==========                   ==========

Provision for Possible Losses                                     4.2                          4.1
Net Overhead                                                     61.1                         57.7
                                                               -------                      -------
Income Before Income Taxes                                       55.8                         45.8
Provision for Income Taxes                                       20.9                         16.8
Tax-Equivalent Adjustment                                         0.3                          0.5
                                                               -------                      -------
Net Income                                                      $34.6                        $28.5
                                                               =======                      =======
</TABLE>
<PAGE>
<TABLE>
Consolidated Average Balances and Interest Rates Taxable Equivalent  Bancorp Hawaii, Inc. and subsidiaries
- ----------------------------------------------------------------------------------------------------------
<CAPTION>
                                                         Six Months Ended             Six Months Ended
                                                          June 30, 1996                June 30, 1995
                                                       Average Income/Yield/        Average Income/Yield/
(in millions of dollars)                               Balance Expense  Rate        Balance Expense  Rate
- ----------------------------------------------------------------------------------------------------------
<S>                                                  <C>        <C>    <C>        <C>        <C>    <C>
Earning Assets
  Interest Bearing Deposits                             $693.9  $18.9   5.48%        $623.7  $18.4   5.94%
  Investment Securities
    -Taxable                                             909.8   29.2   6.45        1,542.9   46.8   6.11
    -Tax-Exempt                                           13.4    0.9  14.03           17.2    1.1  13.02
                                                       2,279.6   72.9   6.43        1,591.2   51.2   6.49
  Funds Sold                                              85.9    2.1   4.86           62.5    1.8   5.96
  Net Loans
    -Domestic                                          7,204.1  295.9   8.26        6,881.5  281.2   8.24
    -Foreign                                           1,038.2   39.3   7.62          717.6   23.8   6.69
  Loan Fees                                                      16.6                         13.1
                                                     ------------------------     ------------------------
    Total Earning Assets                              12,224.9  475.8   7.83       11,436.6  437.4   7.71
Cash and Due From Banks                                  447.6                        477.8
Other Assets                                             424.6                        380.3
                                                     ----------                   ----------
    Total Assets                                     $13,097.1                    $12,294.7
                                                     ==========                   ==========


Interest Bearing Liabilities
  Domestic Deposits - Demand                          $1,707.4   23.7   2.80       $1,780.2   25.9   2.93
                    - Savings                            978.2   12.4   2.54        1,091.3   15.4   2.84
                    - Time                             2,286.4   61.7   5.42        1,747.1   46.1   5.33
                                                     ------------------------     ------------------------
    Total Domestic                                     4,972.0   97.8   3.95        4,618.6   87.4   3.82
    Total Foreign                                      1,242.8   35.6   5.76          916.0   26.6   5.85
                                                     ------------------------     ------------------------
    Total Deposits                                     6,214.8  133.4   4.32        5,534.6  114.0   4.15
Short-Term Borrowings                                  2,877.7   76.1   5.32        3,154.7   85.6   5.47
Long-Term Debt                                         1,201.3   32.0   5.35          980.9   27.4   5.62
                                                     ------------------------     ------------------------
    Total Interest Bearing Liabilities                10,293.8  241.5   4.72        9,670.2  227.0   4.73
                                                     ------------------------     ------------------------
Net Interest Income                                             234.3   3.11                 210.4   2.98
Average Spread on Earning Assets                                        3.85%                        3.71%
Demand Deposits                                        1,388.1                      1,403.6
Other Liabilities                                        349.5                        217.6
Shareholders' Equity                                   1,065.7                      1,003.3
                                                     ----------                   ----------
    Total Liabilities and Shareholders' Equity       $13,097.1                    $12,294.7
                                                     ==========                   ==========

Provision for Possible Losses                                     8.6                          8.6
Net Overhead                                                    121.0                        108.9
                                                               -------                      -------
Income Before Income Taxes                                      104.7                         92.9
Provision for Income Taxes                                       36.7                         35.1
Tax-Equivalent Adjustment                                         0.7                          1.0
                                                               -------                      -------
Net Income                                                      $67.3                        $56.8
                                                               =======                      =======
</TABLE>
<PAGE>
Interest Rate Risk and Derivatives

     As discussed in Bancorp's 1995 Annual Report, Bancorp utilizes
interest rate sensitivity analysis and computer simulation
techniques to measure the exposure of its earnings to interest rate
movements.  The objective of the process is to position its balance
sheet to optimize earnings without unduly increasing risk.  The
Interest Rate Sensitivity Table presents the possible exposure to
interest rate movements for various time frames at June 30, 1996. 
As the table indicates, Bancorp's one year cumulative sensitivity
gap was asset sensitive and totaled $0.2 billion, representing
1.56% of total assets.  Comparatively, the one year cumulative gap
was liability sensitive at $0.1 billion at year-end 1995, 0.97% of
total assets.

     Bancorp uses interest rate swaps as a cost effective risk
management tool for dealing with interest rate risk.  Swap activity
during the second quarter of 1996 was limited to maturities of
existing swap agreements.  At June 30, 1996, the notional amount of
swaps declined to $0.8 billion, compared with $1.1 billion at year-
end 1995.  Net expense on interest rate swap agreements totaled
$0.8 million for the second quarter of 1996 (and totaled $2.2
million for 1996 year-to-date).  Comparatively, net expense of
$11.7 million was recognized for all of 1995.<PAGE>
<TABLE>
Interest Rate Sensitivity Table                        Bancorp Hawaii, Inc. and subsidiaries
- --------------------------------------------------------------------------------------------
<CAPTION>
JUNE 30, 1996                                                          OVER NON-INTEREST
(in millions of dollars)      0-90 DAYS 91-365 DAYS   1-5 YEARS     5 YEARS      BEARING
- --------------------------------------------------------------------------------------------
<S>                             <C>         <C>         <C>         <C>          <C>
ASSETS (1)
INVESTMENT SECURITIES           1,421.7       670.5       909.5       496.6           -
SHORT TERM INVESTMENTS            337.8        63.7         1.8          -            -
INTERNATIONAL ASSETS              855.5       161.8        31.5        21.1         21.2
DOMESTIC LOANS (2)              2,898.5     2,116.9     1,656.2     1,023.2         53.2
TRADING SECURITIES                   -           -          1.2          -            -
OTHER ASSETS                       77.1        38.6       270.0          -         562.5
- --------------------------------------------------------------------------------------------
TOTAL ASSETS                    5,590.6     3,051.5     2,870.2     1,540.9        636.9
============================================================================================

LIABILITIES AND CAPITAL (1)
NON-INT BEARING DEMAND (3)        190.5       109.3       736.9       259.2           -
INT BEARING DEMAND (3)             58.9        58.9       196.2        78.5           -
SAVINGS (3)                       355.8       294.8     1,070.7       430.4           -
TIME DEPOSITS                     862.1     1,072.0       540.3        42.6           -
FOREIGN DEPOSITS                1,352.1       224.8        92.6        95.5        300.6
S/T BORROWINGS                  1,844.4       941.8         9.5          -            -
LONG-TERM DEBT                    354.9       248.7       334.3       119.4           -
OTHER LIABILITIES                    -           -           -           -         364.5
CAPITAL                              -           -           -           -       1,049.9
- --------------------------------------------------------------------------------------------
TOTAL LIABILITIES AND CAPITAL   5,018.7     2,950.3     2,980.5     1,025.6      1,715.0
============================================================================================

INTEREST RATE SWAPS              -744.4       284.9       459.5          -            -
- --------------------------------------------------------------------------------------------
INTEREST SENSITIVITY GAP         -172.5       386.1       349.2       515.3      -1078.1
- --------------------------------------------------------------------------------------------
CUMULATIVE GAP                   -172.5       213.6       562.8      1078.1           -

PERCENTAGE OF TOTAL ASSETS       -1.26%       1.56%       4.11%       7.88%           -
============================================================================================

Assumptions used:
(1) Based on repricing date.
(2) Includes the effect of estimated amortization.
(3) Historical analysis shows that these deposit categories, while technically subject to 
    immediate withdrawal, actually display sensitivity characteristics that generally fall
    within one and five years.  The allocation presented is based on that historic analysis.

/TABLE
<PAGE>
Liquidity

     The ability to meet day-to-day financial needs of Bancorp's
customer base is essential.  Much of the strategy of meeting
liquidity needs was described in Bancorp Hawaii's 1995 Annual
Report and remains in place.

     At June 30, 1996, deposits were $8.4 billion, compared to $7.6
billion and $7.0 billion reported at year-end 1995 and June 30,
1995, respectively.  The increase in deposits between year-end 1995
and June 30, 1996 reflected the acquisition which included $0.8
billion in deposits.  The competition for deposits, not only by
banks and savings and loan companies, but also by securities
brokerage firms continues to impact the level of deposits.  Repos
which are largely for Bancorp's governmental customers were $1.7
billion at June 30, 1996, compared to $1.9 billion at year-end 1995
and $2.3 billion at June 30, 1995.

     Short term borrowings, including Fed Funds, decreased to $1.1
billion at June 30, 1996, compared with $1.3 billion at year-end
1995 and level with the totals at March 31, 1996.  Long term debt
remained level at $1.1 billion at both June 30, 1996, March 31,
1996 and year-end 1995.  Within the long term category, maturities
off set the financing for the acquisition of BDT and BNC ($50
million). 


Net Overhead

     The net overhead ratio at Bancorp is defined as the ratio of
non-interest expense to non-interest income without securities
transactions.  Bancorp's long term goal is to have a ratio of 2 to
1, where fee income offsets at least half of the cost of
operations.  The ratio for the year-to-date through June 30, 1996
was 2.51, a like ratio for the same period in 1995, and 2.53 for 
all of 1995.  The ratio for the second quarter of 1996 was 2.44.

     Non-interest income for the second quarter was $42.7 million,
a 18.6% increase over the same quarter in 1995.  A year-to-date
comparison reports a 5.9% increase between 1996 and 1995.  The
comparison is affected by the acquisition as an additional $3.7
million in non-interest income has been included in the second
quarter of 1996.  Trust income for the second quarter 1996 was
$11.8 million, down 2.6% from the same quarter last year.  Year-to-
date, trust fees are also trailing 1995.  The lower level of fees
reflects the increased competition based on price being experienced
in this activity.  Pacific Capital Mutual Fund family introduced in
1994 continues to grow with funds exceeding $800 million as of June
30, 1996. 

     Service charges on deposit accounts for the first half of 1996
was $14.0 million, compared to $12.8 million for the like period
last year.  The increase in service charges on deposit accounts was
partly due to the acquisition.  BDT and BNC reported service
charges on deposit of $0.5 million for the quarter.  Fees, exchange
and other service charges for the second quarter of 1996 totaled
$13.4 million, an increase from $12.4 million reported for the
second quarter of 1995.  Compared to the first half of 1995, fees,
exchange and other service charges were up 2.4%.  The increase
largely reflects the inclusion of BDT and BNC in the second quarter
of 1996.  Other operating income totaled $16.3 million for the
year-to-date, compared with $10.5 million for the same period last
year.  The increase is attributable to the fees reported by BDT and
BNC for the quarter of $1.9 million, increased earnings from the 
remaining affiliates and other interest earned on a cash basis.

     For the year-to-date, securities losses totaling $.06 million
were reported, compared with gains of $2.1 million for the same
period in 1995.  

     Bancorp continues to emphasize the importance of control over
non-interest expenses as a key factor in its effort to remain
competitive among its peers.  One indicator of this measure is the
efficiency ratio.  The efficiency ratio is defined as the ratio of
non-interest expense to net operating revenue (net interest income
plus non-interest income before securities transactions). For the
year-to-date, Bancorp's efficiency ratio was 64.12% compared to
63.6% for the full year 1995.  The ratio was affected by the
consolidation of BDT and BNC.

     Non-interest expense in the second quarter was $103.8 million,
an increase of 10.8% over the same period in 1995.  For the year-
to-date, non-interest expense was $201.4 million, a decrease of
9.0% over the same period in 1995.  If the expenses for BDT and BNC
were excluded, the increase would have been only 5.1% for the year-
to-year comparison.

     Comparisons for salary and benefit expenses between periods
are affected by several factors.  In 1995, staff members began to
take early retirement opportunity beginning in April of 1995 and
the acquisition of BDT and BNC layered on a new level of staff
during the second quarter of 1996.  For the quarter, salary and
benefits totaled $52.9 million, compared with $46.3 million for the
same quarter last year and $50.0 million for the first quarter of
1996. For the year-to-date, $103.0 million in salary and benefit
has been incurred, compared with $93.2 million for the same period
in 1995, an increase of 10.6%.

     Premises and equipment expenses totaled $17.5 million for the
second quarter of 1996, a decrease from the $19.1 million for the
same period in 1995.  For the year-to-date, premises and equipment
expenses were $36.0 million, a decrease of 2.8% from the same
period in 1995.  Other operating expenses for the first half of
1996 increased 14.1% over last year during the same period. 
Expenses for new initiatives to outsource certain activities
coupled with the additional expenses for BDT and BNC for 1996 have
driven up this expense category.<PAGE>
PART II. - Other Information


Items 1, 2, 3 and 5 omitted pursuant to instructions.

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

     (a)  Bancorp's Annual Shareholders' Meeting was held on April
          26, 1996.

     (b)  Omitted per instructions.

     (c)  A brief description of each matter voted upon at the
          Annual Shareholders' Meeting held on April 26, 1996 and
          number of votes cast for, against or withheld, including
          a separate tabulation with respect to each nominee for
          office is presented below:

          (1)  Election of four Class I directors for terms
               expiring in 1999 and a successor to fill the
               unexpired terms of one retiring Class III director,
               whose term expires in 1998.

               Class I director:

               Peter D. Baldwin -
               Votes cast for:  35,705,664
               Votes cast against:  0
               Votes withheld:  219,860

               Richard J. Dahl -
               Votes cast for:  35,739,242
               Votes cast against:  0
               Votes withheld:  186,282

               Thomas C. Leppert -
               Votes cast for:  35,744,922
               Votes cast against:  0
               Votes withheld:  180,602

               K. Tim Yee - 
               Votes cast for:  35,731,824
               Votes cast against:  0
               Votes withheld:  193,700


               Class III director:

               Stanley S. Takahashi - 
               Votes cast for:  35,705,066
               Votes cast against:  0
               Votes withheld:  220,458

          (2)  Election of Ernst & Young as Auditor.

               Votes cast for:  35,701,463
               Votes cast against:  86,813
               Votes abstained:  137,248

          (3)  Approve Bancorp Hawaii, Inc. Director Stock        
               Compensation Program

               Votes cast for:  31,765,622
               Votes cast against:  3,678,741
               Votes abstained:  481,161

     (d)  None.

Item 6 - Exhibits and Reports on Form 8-K

     (a)  The following exhibits are filed herewith:

          Exhibit #11 - Statement regarding computation of per
          share earnings.

          Exhibit #20 - Report furnished to shareholders for the
          quarter ended March 31, 1996.

          Exhibit #27 - Financial Data Schedule.

     (b)  No Form 8-K was filed during the quarter.




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.



Date   August 13, 1996           BANCORP HAWAII, INC.



                                  LAWRENCE M. JOHNSON  
                                      (Signature)

                                  Lawrence M. Johnson 
                                  Chairman and Chief
                                  Executive Officer



                                    DAVID A. HOULE     
                                      (Signature)

                                  David A. Houle 
                                  Senior Vice President,
                                  Treasurer and Chief
                                  Financial Officer

<PAGE>


<TABLE>



                                                     Bancorp Hawaii, Inc.
                   Exhibit 11 - Statement Regarding Computation of Per Share Earnings
                                              Six Months Ended June 30

<CAPTION>
                                                                     Fully
                                                   Primary          Diluted
                                                  -----------      -----------

        <S>                                       <C>              <C>
        1996
        ----
        Net Income                                $67,323,000      $67,323,000
                                                  ===========      ===========

        Daily Average Shares Outstanding           41,014,193       41,014,193
        Shares Assumed Issued for Stock Options       397,073          401,426
                                                  -----------      -----------
                                                   41,411,266       41,415,619
                                                  ===========      ===========

        Earnings Per Common Share and
          Common Share Equivalents                      $1.63            $1.63
                                                  ===========      ===========



        1995
        ----
        Net Income                                $56,796,000      $56,796,000
                                                  ===========      ===========

        Daily Average Shares Outstanding           41,814,199       41,814,199
        Shares Assumed Issued for Stock Options       315,186          342,317
                                                  -----------      -----------
                                                   42,129,385       42,156,516
                                                  ===========      ===========

        Earnings Per Common Share and
          Common Share Equivalents                      $1.35            $1.35
                                                  ===========      ===========

/TABLE
<PAGE>


To Our Shareholders:

     We are pleased to report that your company's first quarter
earnings were $32.7 million, up 15.8 percent from the same period
last year.  Earnings per share for the first quarter were $0.79
compared to $0.67 for the first quarter of 1995, an increase of
17.9 percent.  Return on average assets was 1.03 percent and
return on average equity was 12.32 percent.

     Bancorp's total assets at the end of March 1996 were $12.9
billion, up 5.8 percent from $12.2 billion at March 31, 1995. 
Deposits and repurchase agreements stood at $9.3 billion, up 4.4
percent from the same period last year.  Net loans at the end of
the first quarter were $7.9 billion, up 6.5 percent from last
year's first quarter.

     Hawaii's recovering economy provided a solid foundation for
Bancorp's strong performance this quarter.   Preliminary
estimates from the Department of Business, Economic Development &
Tourism (DBEDT) show real inflation-adjusted growth of gross
state product at 0.8 percent for 1995.  Total visitor arrivals
numbered 6.6 million in 1995, up 3.2 percent from 1994's level. 
Hawaii's economists expect the improvement in the state's
economy, bolstered by the recovering economies in Japan and
California, to continue and even accelerate in 1996.

     Many of the benefits of Bancorp's recent loan growth were
reflected in this quarter's results.  Careful management of our
credit standards remains a high priority, and credit quality
continues to be excellent despite the less-than-optimal economic
conditions of the last few years.

     Retail initiatives have also helped your company advance its
strategic goals. The Bankoh Contiki Visa card, a co-branded
credit card introduced in February, broke new ground as the
bank's first card targeted to markets on the mainland and, in its
first month, generated more than 19,000 new accounts for the
company.

     Bancorp Hawaii's share of mortgage loan originations in the
state grew significantly as a result of a restructuring and
renewed emphasis on the company's residential lending area. 
Mortgage lending is a linchpin to building the multi-faceted
customer relationships that we seek to establish in the context
of your company's strategic plans.
          
     Bancorp's growth plans call for an expanding presence in the
emerging Pacific Island markets.  In January, Bank of Hawaii
added a branch in Lautoka, Fiji's main port center, bringing the
number of Bankoh branches throughout the West and South Pacific
to 15.  It is expected that the company will receive regulatory
approval to conclude the acquisition of majority interest in
Banque de Tahiti and Banque de Nouvelle Caledonie during the
first half of 1996.  The branches and affiliates of the South and
West Pacific have all achieved excellent results and offer
promise of further growth opportunities as intra-Asia trade flows
expand.

     Your continued confidence and support are invaluable to us
as we implement and build upon the initiatives leading to
Bancorp's long-range objectives.  You may be sure that enhancing
the value of your company remains our top priority.

Sincerely,

LAWRENCE M. JOHNSON

Lawrence M. Johnson
Chairman and Chief Executive Officer

April 25, 1996


Corporate Offices:
Financial Plaza of the Pacific
130 Merchant Street
Honolulu, Hawaii  96813

Investor or Analyst Inquiries:
David A. Houle
Senior Vice President, Treasurer and Chief Financial Officer
(808) 537-8288

or

Sharlene K. Bliss
Investor Relations Officer
(808) 537-8037

or

Cori C. Weston
Corporate Secretary
(808) 537-8272

<PAGE>
<TABLE>
<CAPTION>
Highlights  (Unaudited)           Bancorp Hawaii, Inc., and subsidiaries
- -------------------------------------------------------------------------
<S>                                  <C>        <C>             <C>
                                                March 31        March 31
                                                    1996            1995
- -------------------------------------------------------------------------
Return on Average Assets                            1.03%           0.93%
- -------------------------------------------------------------------------
Return on Average Equity                           12.32%          11.61%
- -------------------------------------------------------------------------
Average Spread on Earning Assets                    3.80%           3.62%
- -------------------------------------------------------------------------
Book Value Per Common Share                       $25.65          $23.92
- -------------------------------------------------------------------------
Loss Reserve/Loans and Leases Outstanding           1.88%           1.97%
- -------------------------------------------------------------------------
Average Equity/Average Assets                       8.33%           7.99%
- -------------------------------------------------------------------------

Common Stock Price Range               High          Low        Dividend
1995..........................       $37.13       $24.88           $1.08
1996 First Quarter............       $36.25       $33.25           $0.28
</TABLE>

<TABLE>
Consolidated Statements of Income (Unaudited)
- ----------------------------------------------------------------------------------------------------------------
<CAPTION>
(in thousands of dollars except per share amounts)                                            1996         1995
- ----------------------------------------------------------------------------------------------------------------
<S>                                                                                     <C>          <C>   
Total Interest Income                                                                     $231,087     $214,585
Total Interest Expense                                                                     118,250      112,264
- ----------------------------------------------------------------------------------------------------------------
Net Interest Income                                                                        112,837      102,321
Provision for Possible Loan Losses                                                           4,424        4,453
- ----------------------------------------------------------------------------------------------------------------
Net Interest Income After Provision for Possible Loan Losses                               108,413       97,868
Total Non-Interest Income                                                                   37,626       39,811
Total Non-Interest Expense                                                                  97,578       91,055
- ----------------------------------------------------------------------------------------------------------------
      Income Before Income Taxes                                                            48,461       46,624
Provision for Income Taxes                                                                  15,751       18,376
- ----------------------------------------------------------------------------------------------------------------
      Net Income                                                                           $32,710      $28,248
================================================================================================================
Earnings Per Common Share and Common Share Equivalents                                       $0.79        $0.67
- ----------------------------------------------------------------------------------------------------------------
Average Common Shares and Common Share Equivalents Outstanding                          41,546,033   42,137,738
- ----------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
<TABLE>
Consolidated Statements of Condition (Unaudited)
- ----------------------------------------------------------------------------------------------------------------
<CAPTION>
                                                                             March 31  December 31     March 31
                                                                                 1996         1995         1995
- ----------------------------------------------------------------------------------------------------------------
<S>                                                                       <C>          <C>          <C>
Assets
Interest-Bearing Deposits                                                    $656,292     $789,050     $532,726
Investment Securities
   (Market Value of $3,181,573, $3,366,266 and $3,122,587 respectively)     3,183,588    3,360,153    3,152,518
Funds Sold                                                                     64,922      116,173       79,755
Loans                                                                       8,247,669    8,152,406    7,756,208
  Unearned Income                                                            (145,924)    (147,404)    (141,860)
  Reserve for Possible Loan Losses                                           (152,053)    (151,979)    (150,377)
Net Loans                                                                   7,949,692    7,853,023    7,463,971
- ----------------------------------------------------------------------------------------------------------------

    Total Earning Assets                                                   11,854,494   12,118,399   11,228,970
Cash and Non-Interest Bearing Deposits                                        430,859      469,031      387,505
Premises and Equipment                                                        252,600      246,515      227,700
Other Assets                                                                  367,180      372,839      353,674
- ----------------------------------------------------------------------------------------------------------------
    Total Assets                                                          $12,905,133  $13,206,784  $12,197,849
================================================================================================================

Liabilities
Deposits                                                                   $7,318,197   $7,576,770   $6,776,133
Securities Sold Under Agreements to Repurchase                              1,988,960    1,926,540    2,139,973
Funds Purchased                                                               605,980      787,437      489,549
Short-Term Borrowings                                                         462,895      476,867      574,148
Other Liabilities                                                             340,326      321,298      353,219
Long-Term Debt                                                              1,142,111    1,063,436      862,445
- ----------------------------------------------------------------------------------------------------------------
    Total Liabilities                                                      11,858,469   12,152,348   11,195,467

Shareholders' Equity
Common Stock ($2 par value), authorized 100,000,000 shares;
    outstanding,  March 1996 - 40,805,147;
    December 1995 - 41,340,817; March 1995 - 41,908,241;                       81,610       82,682       83,816
Surplus                                                                       222,573      240,080      261,003
Unrealized Valuation Adjustments                                                3,541       13,902         (977)
Retained Earnings                                                             738,940      717,772      658,540
- ----------------------------------------------------------------------------------------------------------------
    Total Shareholders' Equity                                              1,046,664    1,054,436    1,002,382
- ----------------------------------------------------------------------------------------------------------------
    Total Liabilities and Shareholders' Equity                            $12,905,133  $13,206,784  $12,197,849
================================================================================================================
</TABLE>


<TABLE> <S> <C>

<ARTICLE> 9
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE CONSOLIDATED STATEMENTS OF CONDITION AND CONSOLIDATED STATEMENTS
OF INCOME AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH
FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1000
       
<S>                             <C>
<PERIOD-TYPE>                   6-MOS
<FISCAL-YEAR-END>                          DEC-31-1995
<PERIOD-END>                               JUN-30-1996
<CASH>                                          482067
<INT-BEARING-DEPOSITS>                          638204
<FED-FUNDS-SOLD>                                218628
<TRADING-ASSETS>                                  1192
<INVESTMENTS-HELD-FOR-SALE>                    2217867
<INVESTMENTS-CARRYING>                         1280379
<INVESTMENTS-MARKET>                           1272486
<LOANS>                                        8549043
<ALLOWANCE>                                     163266
<TOTAL-ASSETS>                                13690154
<DEPOSITS>                                     8422821
<SHORT-TERM>                                   2795719
<LIABILITIES-OTHER>                             342730
<LONG-TERM>                                    1057225
                            81660
                                          0
<COMMON>                                             0
<OTHER-SE>                                      968240
<TOTAL-LIABILITIES-AND-EQUITY>                13690154
<INTEREST-LOAN>                                 351510
<INTEREST-INVEST>                               102629
<INTEREST-OTHER>                                 20986
<INTEREST-TOTAL>                                475125
<INTEREST-DEPOSIT>                              133362
<INTEREST-EXPENSE>                              241459
<INTEREST-INCOME-NET>                           233666
<LOAN-LOSSES>                                     8587
<SECURITIES-GAINS>                                (62)
<EXPENSE-OTHER>                                 201365
<INCOME-PRETAX>                                 104006
<INCOME-PRE-EXTRAORDINARY>                      104006
<EXTRAORDINARY>                                      0
<CHANGES>                                            0
<NET-INCOME>                                     67323
<EPS-PRIMARY>                                     1.63
<EPS-DILUTED>                                     1.63
<YIELD-ACTUAL>                                    3.85
<LOANS-NON>                                      84000
<LOANS-PAST>                                     35000
<LOANS-TROUBLED>                                     0
<LOANS-PROBLEM>                                      0
<ALLOWANCE-OPEN>                                151979
<CHARGE-OFFS>                                    20895
<RECOVERIES>                                     16714
<ALLOWANCE-CLOSE>                               163266
<ALLOWANCE-DOMESTIC>                                 0
<ALLOWANCE-FOREIGN>                                  0
<ALLOWANCE-UNALLOCATED>                              0
        

</TABLE>


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