Decisions on Bank Applications

First Hawaiian Bank

FEDERAL DEPOSIT INSURANCE CORPORATION

RE: First Hawaiian Bank
Honolulu, Hawaii
Application for Consent to Purchase Certain Assets and Assume Certain Liabilities and Establish One Branch

ORDER AND BASIS

Pursuant to Section 18(c) and other provisions of the Federal Deposit Insurance (FDI) Act, First Hawaiian Bank, Honolulu, Honolulu County, Hawaii, an insured state nonmember bank with total resources of $7,517,085,000 and total deposits of $5,948,297,000 as of March 31, 2001, has filed an application for the Corporation's consent to purchase and assume certain assets and deposit liabilities of Union Bank of California National Association, San Francisco, San Francisco County, California, an insured national bank with total resources of $35,467,235,000 and total deposits of $28,832,034,000 as of March 30, 2001. Specifically, First Hawaiian Bank has applied to purchase certain assets and acquire certain deposit liabilities of the Union Bank of California, National Association's Territory of Guam and the Commonwealth of Northern Mariana Islands, Saipan branches. In addition, First Hawaiian Bank has applied to establish the Saipan office of Union Bank of California National Association as its own branch. Notice of the proposed transaction, in a form approved by the Corporation, has been published pursuant to the FDI Act.

A review of available information, including the Community Reinvestment Act (CRA) Statements of the proponents, discloses no inconsistencies with the purposes of the CRA. The resultant institution is expected to continue to meet the credit needs of its entire community, consistent with the safe and sound operation of the institution.

In connection with the application, the Corporation has taken into consideration the competitive effects of the proposed transaction, which would result in a 220 point increase in the Herfindahl-Hirschman Index for a post-merger level of 2,125 in the relevant geographic market of Guam and a 284 point increase in the Herfindahl-Hirschman Index for a post-merger level of 3,315 in the relevant geographic market of Saipan, based on deposit figures as of June 30, 2000; the financial and managerial resources and future prospects of the proponent banks and the resultant bank; and the convenience and needs of the community to be served.

Having found favorably on these statutory factors and having considered other relevant information, including any reports on the competitive factors furnished by the Office of the Comptroller of the Currency, the Board of Governors of the Federal Reserve System, the Office of Thrift Supervision, and the Attorney General of the United States, it is the Corporation's judgment that the application should be and hereby is approved subject to the following conditions:

1. That the transaction shall not be consummated before the fifteenth calendar day following the date of this Order or no later than six months after the date of this Order unless such period is extended for good cause by the Corporation;

2. That all necessary and final approvals be received from other regulatory authorities; and

3. That, until the proposed transaction becomes effective, the Corporation shall have the right to alter, suspend, or withdraw its approval should any interim development be deemed by the Board of Directors to warrant such action.

By Order of the Associate Director of the Division of Supervision, acting pursuant to delegated authority for the Board of Directors of the Corporation.

Dated at Washington, D.C., this 5th day of October, 2001.

/S/ John M. Lane
John M. Lane
Associate Director
Division of Supervision