UNITED STATES SECURITIES AND EXCHANGE COMMISSION

OR

Commission file number 0-7949

BANCWEST CORPORATION

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

Securities registered pursuant to Section 12(g) of the Act:

None

(Title of class)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or l5(d) of the Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to file such reports), and
(2) has been subject to such filing requirements for the past 90 days. Yes     No

Indicate by check mark whether the registrant is an accelerated filer (as defined in
Rule 12b-2 of the Exchange Act). Yes     No P

As of May 5, 2005, the number of outstanding shares of each of the issuer’s classes of
common stock (all of which were beneficially owned by BNP Paribas) was:

BANCWEST CORPORATION AND SUBSIDIARIES

FORM 10-Q
March 31, 2005

INDEX

     The information furnished in these interim statements reflects all adjustments that are, in the opinion of management, necessary for a fair statement of the results for such periods. Such adjustments are of a normal recurring nature, unless otherwise disclosed in this Form 10-Q. The results of operations in the interim statements are not necessarily indicative of the results that may be expected for the full year. The interim financial information should be read in conjunction with the Company’s 2004 Annual Report on Form 10-K.

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BancWest Corporation and Subsidiaries
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

PART I. FINANCIAL INFORMATION

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

CONSOLIDATED FINANCIAL HIGHLIGHTS

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BancWest Corporation and Subsidiaries
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

FORWARD-LOOKING STATEMENTS

     Certain matters contained in this report are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Our forward-looking statements (such as those concerning our plans, expectations, estimates, strategies, projections and goals) involve risks and uncertainties that could cause actual results to differ materially from those discussed in this report. Readers should carefully consider those risks and uncertainties in reading this report. Factors that could cause or contribute to such differences include, but are not limited to:

(1)	global, national and local economic and market conditions, specifically with respect to changes in the United States economy and geopolitical uncertainty;
(2)	the level and volatility of interest rates and currency values;
(3)	government fiscal and monetary policies;
(4)	credit risks inherent in the lending process;
(5)	loan and deposit demand in the geographic regions where we conduct business;
(6)	the impact of intense competition in the rapidly evolving banking and financial services business;
(7)	extensive federal and state regulation of our business, including the effects of current and pending legislation and regulations;
(8)	whether expected revenue enhancements and cost savings are realized within expected time frames;
(9)	matters relating to the integration of our business with that of past and future merger partners, including the impact of combining these businesses on revenues, expenses, deposit attrition, customer retention and financial performance;
(10)	our reliance on third parties to provide certain critical services, including data processing;
(11)	the proposal or adoption of changes in accounting standards by the Financial Accounting Standards Board (FASB), the Securities and Exchange Commission (SEC) or other standard setting bodies;
(12)	technological changes;
(13)	other risks and uncertainties discussed in this document or detailed from time to time in other SEC filings that we make; and
(14)	management’s ability to manage risks that result from these and other factors.

     Our forward-looking statements are based on management’s current views about future events. Those statements speak only as of the date on which they are made. We do not intend to update forward-looking statements, and, except as required by law, we disclaim any obligation or undertaking to update or revise any such statements to reflect any change in our expectations or any change in events, conditions, circumstances or assumptions on which forward-looking statements are based.

     The following discussion should be read in conjunction with the consolidated financial statements and the related notes included elsewhere in this Form 10-Q.

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BancWest Corporation and Subsidiaries
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

OVERVIEW

     BancWest Corporation (www.bancwestcorp.com) is a financial holding company with assets of $51.4 billion. It is a wholly owned subsidiary of Paris-based BNP Paribas. The Company is headquartered in Honolulu, Hawaii, with an administrative headquarters in San Francisco, California. As of March 31, 2005, its principal subsidiaries were Bank of the West (BOW) (465 full service retail branches and 13 limited service retail offices in Arizona, California, Colorado, Idaho, Iowa, Minnesota, Nebraska, Nevada, New Mexico, North Dakota, Oregon, South Dakota, Utah, Washington, Wisconsin and Wyoming) and First Hawaiian Bank (FHB) (61 branches in Hawaii, Guam and Saipan). In this report, BancWest Corporation and Subsidiaries is referred to as “the Company,” “we” or “our.” BancWest Corporation alone is referred to as “the Parent.”

Strategic Initiatives

     The Company has continued to implement a series of initiatives that are designed to improve customer service and expand our physical footprint through branch expansion and acquisitions. The focus of the Company is to promote long-lasting customer service relationships through advanced technology and implementing new training vehicles. The Company strives for a “high touch” personalized marketing position, promoting brand recognition through logos and community outreach. The Company is expanding its line of financial services to its customers through internal initiatives as well as acquisitions. This includes insurance services, where the company continues to explore acquisitions of independent insurance agencies within the company’s footprint. Bank of the West currently operates 57 insurance agencies in eight states and is planning to expand the insurance operations through acquisitions.

     Bank of the West’s Commercial Banking Group is expanding geographically and has increased its product offering for the Commercial Banking Division, the Agribusiness Banking Division and the Real Estate Industries Division. The Commercial Banking Group will have two new offices in Denver, Colorado and Minneapolis, Minnesota and is considering other states to take advantage of the new footprint resulting from the merger with Community First Bankshares, Inc. (Community First).

     Bank of the West’s Consumer Finance Group will continue its expansion plans for auto loan products throughout the Midwest, including those states within BOW’s new footprint resulting from the merger with Community First. Additional expansion of the auto loan products in adjacent markets is also being considered.

     First Hawaiian Bank’s focus is on its core markets of Hawaii, Guam and Saipan. Its primary focus is on deepening relationships with existing customers. Objectives include emphasis on effective client segmentation and cross-selling, largely through development and sale of segment targeted packaged products and services.

     In addition, due to improving economic conditions in Hawaii, Guam and Saipan, First Hawaiian Bank seeks to increase loan and deposit volumes by developing relationships with new customers. Also, as part of the focus on our core markets, First Hawaiian Bank has nearly completed its planned reduction in Media Finance and Corporate National credits.

     First Hawaiian Bank is growing its commercial card business, offering sophisticated credit card products to serve the needs of our business customers at both First Hawaiian Bank and Bank of the West. Investments are being made in this business line to enhance customer service and improve staff efficiencies. New initiatives planned for 2005 include a co-branded debit card in Guam, a Web Cash Manager product for our business customers, expanded use of new computerized cross-selling tools, and new real estate loan products to meet the needs of our customers.

     Key among the elements of the Company’s profitability has been the interest rate environment, from both a deposit and loan pricing standpoint. As an industry, banks and other financial intermediaries have seen net interest margins decline over the past year principally as a result of the absolute level and shape of the yield curve. We manage the interest rate and market risks inherent in our asset and liability balances, while ensuring ample liquidity and diverse funding.

CRITICAL ACCOUNTING ESTIMATES

     Our significant accounting policies are fundamental to understanding our financial position and results of operations and are discussed in detail in Note 1 (Summary of Significant Accounting Policies) to the Consolidated Financial Statements in our 2004 Annual Report on Form 10-K. Various elements of our accounting policies, by their nature, are inherently subject to estimation techniques, valuation assumptions and other subjective assessments. We have identified two accounting estimates that we believe are critical due to the levels of subjectivity and judgment necessary and because it is likely that materially different results would be

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BancWest Corporation and Subsidiaries
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

reported if different judgments, assumptions and estimates were used. These estimates relate to the allowance for loan and lease losses and goodwill and are described in more detail in our 2004 Annual Report on Form 10-K in the “Critical Accounting Estimates” section of Management’s Discussion and Analysis.

FINANCIAL OVERVIEW

     Income Statement Analysis

     First quarter 2005 compared with first quarter 2004

     The Company reported net income of $136.6 million, compared with $113.1 million, an increase of 20.8%. Net interest income was $394.4 million, compared with $320.0 million. A significant portion of the increase was due to growth in average earning assets, offset by a lower net interest margin for the quarter. Average loans and leases increased by $6.8 billion and average securities available for sale increased by $2.5 billion. The net interest margin decreased 16 basis points (1% equals 100 basis points) as a result of the effects of a flattening yield curve in which short-term rates have risen more quickly than long-term rates. Noninterest income was $122.8 million compared with $102.5 million, an increase of 19.8%, mostly due to increases in trust and investment services income, vehicle and equipment operating lease income, service charges on deposit accounts and other service charges and fees. Noninterest expense was $292.1 million compared with $218.9 million, an increase of 33.4%, mostly due to increases in salaries, wages and employee benefits, occupancy, intangible amortization, depreciation on vehicle and equipment operating leases and restructuring and integration costs.

     Balance Sheet Analysis

     The Company had total assets of $51.4 billion at March 31, 2005, an increase of 2.7% from December 31, 2004 and 32.1% from March 31, 2004. Securities available for sale totaled $8.6 billion, an increase of 8.2% from December 31, 2004 and 46.5% from March 31, 2004. Loans and leases totaled $33.1 billion, up 1.4% from December 31, 2004 and 26.3% from a year ago. Deposits were $35.0 billion, up 4.0% from December 31, 2004 and 30.7% from a year ago.

     The Company’s nonperforming assets were 0.45% of loans, leases and foreclosed properties at March 31, 2005 and December 31, 2004 and 0.58% at March 31, 2004. The allowance for loan and lease losses totaled $432.8 million, a decrease of 0.8% from December 31, 2004 and an increase of 9.1% from March 31, 2004. The provision for loan and lease losses for the quarter was $11.1 million, compared with $18.9 million in the first quarter of 2004. The reduction was due to the improvement in the quality of the loan and lease portfolio.

     RESULTS OF OPERATIONS

     Net Interest Income

     First quarter 2005 compared with first quarter 2004

     Net interest income increased to $394 million from $320 million.

     The increase in net interest income was primarily the result of a $9.7 billion, or 29.9% increase in average earning assets. The increase in our average earning assets was predominately the result of increases in loans and leases and securities available for sale as a result of our acquisitions of Community First and USDB Bancorp (USDB) in the fourth quarter of 2004 and internal growth.

     Net Interest Margin

     First quarter 2005 compared with first quarter 2004

     The net interest margin decreased by 16 basis points due primarily to short-term interest rates increasing faster than long-term interest rates. Our yield on earning assets increased by 23 basis points to 5.38% from 5.15%, while our rates paid on sources of funds increased by 45 basis points to 1.98% from 1.53%.

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CONDITION AND RESULTS OF OPERATIONS

     Average Earning Assets

     First quarter 2005 compared with first quarter 2004

     The increase in average earning assets was predominately due to increases in the average loan and lease portfolio and higher average securities available for sale, as a result of the acquisitions of Community First and USDB and internal growth. The $6.8 billion, or 26.2%, increase in average total loans and leases was primarily due to increases in consumer lending, purchased residential mortgages and loans and leases acquired from Community First and USDB. Consumer loans continue to grow due to the strength in the consumer market and the relatively low interest rates on consumer loans. Average total securities available for sale were $8.3 billion, up $2.5 billion, or 42.9%, due to the two acquisitions and purchases of securities.

     Average Loans and Leases

     First quarter 2005 compared with first quarter 2004

     The increase in loans and leases was primarily due to loans and leases acquired from Community First and USDB and internal growth. Average consumer loans increased $1.7 billion, or 22.8%, primarily due to growth in financing for autos, recreational vehicles and pleasure boats, while loan purchases increased the average residential mortgage portfolio. Average residential real estate loans increased by $1.6 billion, or 30.8%, average commercial real estate increased by $1.7 billion, or 41.7%, and commercial, financial and agricultural loans increased $1.6 billion, or 31.3%.

     Average Interest-Bearing Deposits and Liabilities

     First quarter 2005 compared with first quarter 2004

     The $8.2 billion, or 32.4%, increase in average interest-bearing deposits and liabilities was primarily due to interest-bearing deposits and liabilities acquired from Community First and USDB, growth in our customer deposit base and increases in average long-term debt and short-term borrowings. Average deposits increased significantly within regular savings, time deposits, foreign, and demand deposit portfolios. Borrowings from the Federal Home Loan Bank and structured repurchase agreements increased average long-term debt, while the increase in short-term borrowings is primarily due to a short-term borrowing with BNP Paribas, which was issued to finance the acquisitions of Community First and USDB.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

     Table 1: Average Balances, Interest Income and Expense, and Yields and Rates (Taxable-Equivalent Basis)

     The following table presents consolidated average balances, an analysis of interest income/expense and yield/rate for each major category of earning assets and interest-bearing deposits and liabilities for the periods indicated. The taxable-equivalent adjustment is made for items exempt from Federal income taxes (assuming a 35% tax rate for March 31, 2005 and 2004) to make them comparable with taxable items before any income taxes are applied.

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BancWest Corporation and Subsidiaries
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

     Noninterest Income

First quarter 2005 compared with first quarter 2004

     The increase in trust and investment services income was primarily due to additional fees from trust accounts acquired from the acquisition of Community First and higher income resulting from new business.

     The increase in other service charges and fees was primarily the result of an increase in insurance revenue. The additional insurance revenue was the result of the acquisition of Community First, and its associated insurance business.

     The increase in vehicle and equipment operating lease income was due to accounting for auto leases originated from February through July 2004 as operating leases rather than direct finance leases.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

Noninterest Expense

First quarter 2005 compared with first quarter 2004

     The increase in salaries and wages and employee benefits expense was predominately due to a higher full-time equivalent employee count as a result of the acquisitions of Community First and USDB in November 2004.

     The increase in occupancy expense was primarily due to the acquisitions of Community First and USDB.

     The increase in amortization of intangible assets was predominately a result of the amortization of core deposit and insurance intangibles resulting from the Community First and USDB acquisitions.

     The increase in depreciation on vehicle and equipment operating leases was the result of vehicle depreciation incurred from the change in accounting for auto leases originated from February through July 2004 as operating leases rather than direct finance leases.

     The $5.4 million in restructuring and integration costs were related to the acquisitions of Community First and USDB.

     The increase in “Other” was primarily due to data and telecommunications, travel and entertainment and a reserve for the exposure for merchant services related to an airline that filed for Chapter 11 reorganization in December 2004.

INCOME TAXES

     Our effective income tax rates (exclusive of the tax equivalent adjustment) for the three months ended March 31, 2005 and 2004 were 36.2% and 38.8%, respectively. The decrease in the effective tax rate was due to the reversal of $9.9 million in reserves for Unitary State Tax liabilities, partly offset by an increase of $5.6 million in tax reserves for foreign leveraged leases. The $9.9 million Unitary State Tax amount was comprised of $6.4 million pertaining to the tax year 2002 and $3.5 million pertaining to the tax 2003.

     Lease-in/lease-out (LILO) transactions have recently been subject to review on a nationwide basis by the Internal Revenue Service (IRS) to determine whether the tax deductions connected with such transactions are allowable for U.S. federal income tax purposes. The Company has entered into several LILO transactions, which have been the subject of an audit by the IRS. In April 2004, the Company received a Revenue Agent’s Report (RAR) which disallowed all deductions associated with the LILO transactions. In order to avoid potential future interest and penalties, the Company has paid, under protest, the amounts claimed by the IRS and other tax authorities in the RAR. The Company continues to believe that it properly reported its LILO transactions has contested the results of the IRS’s audit and is in discussions with the IRS related to those results. Recently the IRS has identified certain sale-leaseback transactions as listed transactions and is in the process of reviewing them to determine whether the deductions are allowable for tax purposes. The Company has entered into several such sale, leaseback transactions, which are currently being audited by the IRS. At the present time, the Company cannot predict the outcome of these issues.

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BancWest Corporation and Subsidiaries
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

OPERATING SEGMENTS

     Our reportable segments are the operating segments that we use in our internal reporting at Bank of the West and First Hawaiian Bank. Bank of the West’s segments operate primarily in Arizona, California, Colorado, Idaho, Iowa, Minnesota, Nebraska, Nevada, New Mexico, North Dakota, Oregon, South Dakota, Utah, Washington, Wisconsin and Wyoming. Certain Bank of the West segments conduct business nationwide. Although First Hawaiian Bank’s segments operate primarily in Hawaii, it also has significant operations outside the state, such as leveraged leases, international banking and branches in Guam and Saipan. It also has significant operations extending to California through its automobile dealer flooring and financing activities.

Bank of the West

     Regional Banking

     First quarter 2005 compared with first quarter 2004

     The Regional Banking segment’s net income increased $9.3 million, or 26.3% from $35.4 million to $44.7 million. Net interest income increased $53.1 million or 43.0% from last year. The increase is primarily related to the acquisitions of Community First and USDB in the fourth quarter of 2004. Noninterest income increased $14.7 million or 33.7%. The increase is primarily due to the acquisitions, including the insurance agency business, an increase in debit card interchange revenue, and investment sales fees, offset by a decline in charges for nonsufficient funds and overdrafts. Noninterest expense increased $54.1 million or 50.2%. The increase is primarily due to the acquisitions, including the insurance agency business, the inclusion of BancWest Investment Services (BWIS) in the operating segment and compensation expense.

     Average loans and leases increased $4.0 billion, or 68.4%. The increase is primarily due to the acquisitions and large purchases of residential loans since the first quarter of 2004.

     Average deposits increased $5.6 billion, or 39.1%. The increase is primarily due to the Community First acquisition in 2004.

     Commercial Banking

     First quarter 2005 compared with first quarter 2004

     The Commercial Banking segment’s net income increased to $41.0 million, up $3.0 million, or 7.9%, from $38.0 million. Net interest income increased $4.4 million, or 5.7%. Noninterest income increased $0.4 million, or 2.2%. The increase is primarily related to increased trust fees due to accounts acquired from the acquisitions in the fourth quarter of 2004 and loan syndication fees. Offsetting this increase was a decrease in asset management fees, service charges on deposits and loan prepayment fees. Noninterest expense increased $2.8 million, or 8.6%. The increase is primarily due to higher compensation and employee healthcare benefits from the increased full-time equivalent employees from the acquisitions. Provision for credit losses decreased $0.5 million in 2005, primarily related to a decrease in charge-offs in the Agribusiness Division and increased net recoveries in the Indirect Leasing unit in 2005.

     Average loans and leases increased 19.5% to $8.8 billion. The increase was primarily due to increases in commercial, SBA and construction loans and from the acquisitions. The interest margin on loans and leases decreased 14 basis points to 2.65% during 2005 due to declining margins in all product categories.

     Average deposits increased 14.2% to $3.9 billion. The growth in deposits was largely from an increase in shorter-term negotiable CD’s. The deposit margin was relatively unchanged from 1.73% at 2004 to 1.72% at 2005.

     Consumer Finance

     First quarter 2005 compared with first quarter 2004

     The Consumer Finance segment’s net income increased $7.5 million, 52.4% to $21.8 million compared to $14.3 million for the same period in 2004. Net interest income was $56.1 million, compared to $53.0 million in 2004, an increase of 5.8%. Noninterest income increased $4.8 million, or 177.8% to $7.5 million. The increase is due to recording lease payments as noninterest income for

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

all auto leases booked under the operating method of accounting from February through July 2004. This increase was partially offset by lower gains on sales of loans through our Essex subsidiary. In February 2004 Essex began retaining certain types of loans in its own portfolio. Noninterest expense increased $5.1 million to $22.1 million in 2005. The increase is primarily due to higher vehicle depreciation costs incurred as a result of the accounting for certain vehicle leases as operating leases, higher employee healthcare benefits, and a decrease in deferred loan origination costs. The provision for credit losses decreased $8.4 million from $14.9 million to $6.5 million, due to an improvement in credit quality.

     Average assets as of March 31, 2005 were $9.4 billion compared to $8.1 billion at March 31, 2004, an increase of $1.3 billion, or 15.9%. This increase is due to indirect loan production and the addition of assets from the acquisition of Community First in the fourth quarter of 2004.

First Hawaiian Bank

     Retail Banking

     First quarter 2005 compared with first quarter 2004

     The Retail Banking Segment’s net income increased to $24.4 million, up $7.6 million, or 45.2%. Net interest income increased $11.7 million, or 20.7% primarily due to higher transfer pricing credits on deposits of $8.5 million resulting from increases in balances and margins of $4.3 million and $4.2 million, respectively. Noninterest income decreased $0.6 million, or 4.1%. Noninterest expense increased $0.6 million, or 1.4%. The provision for credit losses decreased $1.5 million. The decrease in the provision for credit losses was a result of improved credit quality which has led to a decrease in nonperforming assets and lower net charge offs.

     Average assets increased 13.5% to $4.1 billion, primarily due to increases in loans of $471 million. The increase in loans was primarily in residential and commercial real estate due to the improved economy and favorable interest rates. Average deposits increased 11.3% to $7.6 billion, primarily due to an increase in core deposits.

     Consumer Finance

     First quarter 2005 compared with first quarter 2004

     Consumer Finance’s net income decreased to $8.4 million, down $0.9 million, or 9.7%. Net interest income of $18.9 million was flat as income from higher loan balances was offset by lower margins. Noninterest income decreased $0.5 million or 6.0% primarily due to lower gains on sale of mortgages in 2005. Noninterest expense increased $1.1 million, or 11.2%, primarily due to an increase in credit card mileage program costs in 2005.

     Average assets increased 6.7% to $1.6 billion, partly due to increases in consumer and dealer flooring loans.

     Commercial Banking

     First quarter 2005 compared with first quarter 2004

     Commercial Banking’s net income decreased to $4.9 million, down $1.8 million, or 26.9%. Net interest income decreased $2.6 million, or 25.7%, partially due to lower transfer pricing credits for deferred tax balances related to lease financing activities and lower earning assets. Noninterest income of $1.4 million during the quarter was flat. Noninterest expense decreased $0.3 million, or 17.6%. The provision for credit losses of $0.2 million was flat.

     Average assets decreased 4.1% to $1.2 billion primarily resulting from a reduction in loans related to the planned exit of Syndicated and Media credit exposure.

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Financial Management

     First quarter 2005 compared with first quarter 2004

     The Financial Management Segment’s net income was $0.9 million up 50.0% or $0.3 million. Net interest income remained relatively flat. Noninterest income increased by $0.5 million, or 6.5%. Noninterest expense increased $0.2 million, or 3.1%.

SECURITIES AVAILABLE FOR SALE

     The $2.7 billion, or 46.5% increase in securities available for sale from March 31, 2004 to March 31, 2005 was due to the acquisitions of Community First and USDB and purchases of securities. The $652 million, or 8.2% increase from December 31, 2004 was primarily due to purchases of securities.

     The Company focuses on the following four objectives for its available-for-sale portfolio:

	•	Support its need for liquidity to fund loans or to meet unexpected deposit runoff. Liquidity can be met by having investments with relatively short maturities and/or a high degree of marketability.
	•	Act as a vehicle to make meaningful shifts in the Company’s overall interest rate risk profile.
	•	Provide collateral to secure the Company’s public funds-taking activities.
	•	Provide the maximum level of after-tax earnings consistent with the safety factors of quality, maturity, marketability and risk diversification.

LOANS AND LEASES

     We continue our efforts to diversify our loan and lease portfolio, both geographically and by industry. Our overall growth in loan and lease volume came primarily from internal growth and the acquisitions of Community First and USDB in the fourth quarter of 2004. See Note 5(Loans and Leases) to the Consolidated Financial Statements for additional information.

     The loan and lease portfolio is the largest component of total earning assets and accounts for the greatest portion of total interest income. At March 31, 2005, total loans and leases to total assets was 64.4% compared with 65.3% at December 31, 2004 and 67.4% at March 31, 2004. As a percentage of total interest earning assets, total loans and leases were 76.6% at March 31, 2005, 78.0% at December 31, 2004 and 79.2% at March 31, 2004. At March 31, 2005, total loans and leases were 94.8% of total deposits compared with 97.2% at December 31, 2004 and 98.1% at March 31, 2004.

     Total loans and leases increased by 26.3% from March 31, 2004 to March 31, 2005. Consumer loans increased $1.5 billion, or 19.2%, substantially due to customers taking advantage of the low interest rate environment, and from the acquisitions in the fourth quarter of 2004. Residential real estate loans increased $2.1 billion, or 39.3%, primarily due to the acquisitions and purchases of loans since the first quarter of 2004. Commercial, financial and agricultural loans increased 27.7% compared with the same period in the prior year. The increase in total loans and leases from December 31, 2004 to March 31, 2005 was due to an increase in residential real estate loans of $0.7 billion, as a result of purchases during the quarter, primarily offset by a decrease of $0.4 billion in commerical, financial and agricultural loans. In the context of interest rate trends and the broader economy, we continuously monitor the mix in our loan portfolio.

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BancWest Corporation and Subsidiaries
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
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NONPERFORMING ASSETS AND RESTRUCTURED LOANS

     Nonperforming assets for the periods indicated were as follows:

     The increase in nonaccrual loans from December 31, 2004 was due to an increase in real estate nonaccrual loans as a result of a few large loans being moved to nonaccrual status during the first quarter of 2005. This increase was primarily offset by decreases in commercial, financial and agricultural and foreign nonaccrual loans. The decrease from March 31, 2004 was due to a decrease in commercial, financial and agricultural nonaccrual loans primarily offset by an increase in real estate nonaccrual loans. The increase in real estate nonaccrual loans was mostly due to the acquisition of nonaccrual loans from Community First and a few large loans that were moved to nonaccrual status in the first quarter of 2005.

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

     Consumer loans and leases are subject to our general policies regarding nonaccrual loans and substantially all past-due consumer loans and leases are charged off upon reaching a predetermined delinquency status varying from 120 to 180 days, depending on product type.

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MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

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

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

PROVISION AND ALLOWANCE FOR LOAN AND LEASE LOSSES

     The provision for loan and lease losses is based upon our judgment as to the adequacy of the allowance for loan and lease losses (the Allowance) to absorb probable losses inherent in the portfolio as of the balance sheet date. The Company uses a systematic methodology to determine the adequacy of the Allowance and related provision for loan and lease losses to be reported for financial statement purposes. The determination of the adequacy of the Allowance is ultimately one of judgment, which includes consideration of many factors, including, among other things, the amount of problem and potential problem loans and leases, net charge-off experience, changes in the composition of the loan and lease portfolio by type and location of loans and leases, change in the overall loan and lease risk profile, general economic factors and the fair value of collateral. The analysis of the changes in the allowance for loan and lease losses, including charge-offs and recoveries, is presented in Note 6 (Allowance for Loans and Leases) to the Consolidated Financial Statements.

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

	•	Setting Underwriting and Grading Standards. Our loan grading system uses ten different principal risk categories where 1 is no risk and 10 is loss. We continue efforts to decrease our exposure to customers in the weaker credit categories. The cost of credit risk is an integral part of the pricing and evaluation of credit decisions and the setting of portfolio targets.
	•	Diversification. We actively manage our credit portfolio to avoid excessive concentration by obligor, risk grade, industry, product and geographic location. In addition, we seek to reduce our exposure to concentrations by actively participating portions of our commercial and commercial real estate loans to other banks.
	•	Risk Mitigation. We manage our exposure to higher risk areas through application of prudent underwriting policies.
	•	Emphasis on Consumer Lending. Consumer loans represent our single largest category of loans and leases. We use formula-based approaches to calculate appropriate reserve levels that reflect historical loss experience. We generally do not participate in subprime lending activities. We also seek to reduce our credit exposures where feasible by obtaining third-party insurance or similar protections. For example, in our vehicle lease portfolio (which represents approximately 36.7% of our lease financing portfolio and 6.9% of our combined lease financing and consumer loans at March 31, 2005), we obtain third-party insurance for the estimated residual value of the leased vehicle, and set aside reserves to cover the uninsured portion.

     The allowance for loan and lease losses was 1.31% of total loans and leases at March 31, 2005, compared with 1.33% of total loans and leases at December 31, 2004 and 1.51% at March 31, 2004. Compared with the same period a year ago, net charge-offs were $0.7 million higher in the three months ended March 31, 2005. This was driven by an increase in installment loan charge offs (Auto and RVs), significantly offset by a large loan recovery in Guam.

     In our judgment, the Allowance was adequate to absorb losses inherent in the loan and lease portfolio at March 31, 2005. However, changes in prevailing economic conditions in our markets could result in changes in the level of nonperforming assets and charge-offs in the future and, accordingly, changes in the Allowance. We will continue to closely monitor economic developments and make necessary adjustments to the Allowance accordingly.

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BancWest Corporation and Subsidiaries
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

DEPOSITS

     Deposits are the largest component of our total liabilities and account for 49.4% of total interest expense during the quarter ended March 31, 2005. At March 31, 2005, total deposits were $35 billion, an increase of 4.0% over December 31, 2004 and an increase of 30.7% over March 31, 2004. The increase from March 2004 was primarily due to growth in our customer deposit base and the acquisitions of Community First and USDB. The increase from December 2004 was primarily due to growth in our time deposits over $100 thousand. Rates paid on deposits have increased based on current market conditions. Additional information on our average deposit balances and rates paid is provided in Table 1: Average Balances, Interest Income and Expense, and Yields and Rates (Taxable-Equivalent Basis).

CAPITAL

     Stockholder’s equity totaled $5.8 billion at March 31, 2005, an increase of $87 million, or 1.5%, from December 31, 2004 and $1.4 billion, or 32.3%, from March 31, 2004. The increase from December 2004 was primarily due to net income earned by the Company during the first three months of 2005, partially offset by net unrealized losses on securities available for sale and cash flow hedges. The increase from March 2004 was largely due to an issuance of common stock of the Company for the acquisitions of Community First and USDB and net income for the last 12 months.

LIQUIDITY MANAGEMENT

     Liquidity refers to our ability to provide sufficient short and long-term cash flows to fund operations and to meet obligations and commitments, including depositor withdrawals and debt service, on a timely basis at reasonable cost. We achieve our liquidity objectives with both assets and liabilities. Further, while liquidity positions are managed separately by the Company and its two subsidiary Banks, both short-term and long-term activities are coordinated between the two subsidiary Banks.

     We obtain short-term asset-based liquidity through our investment securities portfolio, principally short-term securities and other liquid assets, which can be readily converted to cash. These assets consist of cash and due from banks, interest-bearing deposits in other banks, federal funds sold, trading assets, securities purchased under agreements to resell, securities available for sale and loans held for sale. Such assets represented 22.5%, 21.3% and 20.7% of total assets at March 31, 2005, December 31, 2004 and March 31, 2004, respectively.

     Intermediate and longer-term asset liquidity is primarily provided by regularly scheduled maturities and cash flows from loans and securities. Additional liquidity is available from certain assets that can be sold, securitized or used as collateral for borrowings from the Federal Home Loan Bank such as consumer and mortgage loans.

     We obtain short-term, liability-based liquidity primarily from deposits. Average total deposits increased 28.6% from March 31, 2004 to $34 billion at March 31, 2005, primarily due to the acquisitions of Community First and USDB in November 2004, and continued expansion of our customer base in the Western United States. Average total deposits funded 67.5% and 68.9% of average total assets for the quarter ended March 31, 2005 and the year ended December 31, 2004, respectively.

     We also obtain short-term and long-term liquidity from ready access to regional and national wholesale funding sources, including purchasing Federal funds, selling securities under agreements to repurchase, lines of credit from other banks and credit facilities from the Federal Home Loan Banks. The following table reflects immediately available borrowing capacity at the Federal Reserve Discount Window and the Federal Home Loan Banks and securities available for sale under repurchase agreements:

     Further information on short-term borrowings is provided in Note 13 (Short-term Borrowings) to the Consolidated Financial Statements included in the Company’s 2004 Annual Report on Form 10-K. Offshore deposits in the international market provide another available source of funds.

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BancWest Corporation and Subsidiaries
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

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

     Liquidity for the parent company is primarily provided by dividend and interest income from its subsidiaries. Short-term cash requirements are met through liquidation of short-term investments. Longer-term liquidity is provided by access to the capital markets or from transactions with BancWest’s parent company, BNP Paribas.

     The Parent’s ability to pay dividends to BNP Paribas depends primarily upon dividends and other payments from its subsidiaries, which are subject to certain limitations as described in Note 17 (Limitation on Payments of Dividends) to the Consolidated Financial Statements included in the Company’s 2004 Annual Report on Form 10-K.

     Our borrowing costs and ability to raise funds are a function of our credit ratings and any change in those ratings. The following table reflects the ratings of Bank of the West and First Hawaiian Bank:

16

BancWest Corporation and Subsidiaries
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS

RECENT ACCOUNTING STANDARDS

     We have adopted numerous new or modifications to existing standards, rules or regulations promulgated by various standard setting and regulatory bodies. Chief among these are the federal financial institutions regulators, the SEC and the FASB. The following section highlights important developments in the area of accounting and disclosure requirements. This discussion is not intended to be a comprehensive listing of the impact of all standards and rules adopted.

     In December 2004, the Financial Accounting Standards Board (FASB) issued FASB Statement No. 153, Exchanges of Nonmonetary Assets, an Amendment of APB Opinion No. 29, Accounting for Nonmonetary Transactions, (FASB 153). This statement is based upon the principle that transactions involving nonmonetary assets should be measured based upon their fair market value. This statement is effective for fiscal years beginning after June 15, 2005. We do not believe this statement will have a material impact on our financial statements, as we do not frequently enter into nonmonetary transactions.

     In December 2004, the FASB issued Statement of Financial Accounting Standards No. 123 (revised 2004) Accounting for Share-Based Payment. This statement requires stock options awarded to employees to be expensed over the vesting period of the option, at the fair value at the grant date using an option-pricing model. This statement is effective at the beginning of the next fiscal year that begins after June 15, 2005. The Company currently accounts for stock based compensation under Accounting Principles Board Opinion No. 25 (APB 25) Accounting for Stock Issued to Employees and related Interpretations, as allowed under FASB Statement 123, Accounting for Stock-Based Compensation. This pronouncement will increase the amount of compensation expense per period, however, we believe this statement will not have a significant impact to our financial statements.

     In June 2004, the Emerging Issues Task Force (EITF) published EITF 03-1, The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments (EITF 03-1). EITF 03-1 clarifies the impairment methodology used to determine when an investment is considered impaired, whether that impairment is other than temporary, and the measurement of an impairment loss. The guidance includes accounting considerations subsequent to the recognition of an other-than-temporary impairment and requires certain disclosures about unrealized losses that have not been recognized as other-than-temporary impairments. EITF 03-1 applies to all investments accounted for in accordance with the provisions of FAS 115, certain debt and equity securities within the scope of Statement 124, and equity securities that are not subject to the scope of Statement 115 and not accounted for under the equity method of accounting. On September 30, 2004, the FASB staff published FASB Staff Position (FSP) EITF 03-1-1. FSP EITF 03-1-1 delays the effective date for the measurement and recognition guidance contained in Paragraphs 10–20 of EITF Issue No. 03-1, The Meaning of Other-Than-Temporary Impairment and Its Application to Certain Investments, while the FASB considers application guidance. We will evaluate any new guidance on the above mentioned paragraphs upon final issuance.

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BancWest Corporation and Subsidiaries
QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Risk Measurement and Management

     Interest rate risk, one of the leading risks in terms of potential earnings impact, is an essential element of being a financial intermediary. The Company’s net interest income is subject to interest rate risk to the extent our interest-bearing liabilities (primarily deposits and borrowings) mature or reprice on a different basis than our interest-earning assets (primarily loans, leases and investment securities). When interest-bearing liabilities mature or reprice more quickly than interest-earning assets during a given period, an increase in interest rates could reduce net interest income. Similarly, when interest-earning assets mature or reprice more quickly than interest-bearing liabilities, a decrease in interest rates could have a negative impact on net interest income. In addition, the impact of interest rate swings may be exacerbated by factors such as our customers’ propensity to manage their demand deposit balances more or less aggressively or to refinance loans. Short and long-term market rates may change independent of each other resulting in changes to the slope and absolute level of the yield curve.

     The Asset/Liability Committees of BancWest and its major subsidiaries are responsible for managing interest rate risk. The Asset/Liability Committees generally meet monthly or quarterly. The committees may recommend changes to a particular subsidiary’s interest rate profile to their respective Board of Directors, should changes be necessary and depart significantly from established policies.

     Our exposure to interest rate risk is managed primarily by taking actions that impact certain balance sheet accounts (e.g., lengthening or shortening maturities in the investment portfolio, changing asset and/or liability mix - including increasing or decreasing the amount of fixed and/or variable instruments held by the Company - to adjust sensitivity to interest rate changes) and/or utilizing instruments such as interest rate swaps, caps, floors, options or forwards.

     Derivatives entered into for trading purposes include commitments to purchase and sell foreign currencies and certain interest rate swaps and options. We also enter into customer accommodation interest rate swaps and foreign exchange spot and forward contracts as well as contracts to offset either the customer’s counter-position or our foreign currency denominated deposits. These contracts basically offset each other and they do not expose us to material losses resulting from interest rate or foreign currency fluctuations.

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

     The projected impact of incremental increases and decreases in interest rates on the projected Company’s consolidated net interest income over the 12 months beginning April 1, 2005 is shown below.

     Because of the relatively low level of interest rates in the first three months of 2005, modeling below a 200-basis-point decrease was deemed not meaningful. The changes in the models are due to differences in interest rate environments which include the absolute level of interest rates, the shape of the yield curve, and spreads between various benchmark rates.

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BancWest Corporation and Subsidiaries
QUANTATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Significant Assumptions Utilized and Inherent Limitations

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

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

     The following estimated net fair value amounts of interest rate derivatives held for trading purposes have been determined by the Company using available market information and appropriate valuation methodologies:

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BancWest Corporation and Subsidiaries
CONTROLS AND PROCEDURES

Item 4. Controls and Procedures

     As of the end of the period covered by this report, the Company carried out an evaluation, under the supervision and with the participation of the Company’s management, including the Company’s chief executive officer and its chief financial officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)). Based upon that evaluation, its chief executive officer and its chief financial officer concluded that the Company’s disclosure controls and procedures are effective in timely alerting them to material information relating to the Company (including its consolidated subsidiaries) required to be included in the Company’s periodic SEC filings.

     No change in the Company’s internal control over financial reporting was identified in connection with the evaluation required by Exchange Act Rule 13a-15(d) or Rule 15d-15(d) during the Company’s last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

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BancWest Corporation and Subsidiaries
CONSOLIDATED STATEMENT OF INCOME (Unaudited)

Item 1. Financial Statements

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

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BancWest Corporation and Subsidiaries
CONSOLIDATED BALANCE SHEETS (Unaudited)