U N I T E D   S T A T E S

SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

BANK OF HAWAII CORPORATION

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(Exact name of registrant as specified in its charter)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

o  Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o  Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o  Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o  Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02.                             Results of Operations and Financial Condition.

On January 30, 2013, Bank of Hawaii Corporation announced its results of operations for the quarter ended December 31, 2012.  The public announcement was made by means of a press release, the text of which is furnished as Exhibit 99.1 hereto and incorporated herein by reference.

Item 5.02(e).   Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 25, 2013, the Human Resources and Compensation Committee of the Board of Directors of the Company (the “Committee”) granted the following restricted stock awards under the 2004 Stock and Incentive Compensation Plan (the “Plan”) to Peter S. Ho, Chairman, CEO and President, Kent T. Lucien, Vice Chairman and Chief Financial Officer, Mark A. Rossi, Vice Chairman, Chief Administrative Officer, General Counsel and Corporate Secretary, and Mary E. Sellers, Vice Chairman and Chief Risk Officer:

The referenced restricted stock awards were made pursuant to individual Restricted Stock Grant Agreements, which provide for the restricted stock to vest in one-third blocks on March 3, 2014,  January 30, 2015 and January 29, 2016, provided that certain conditions of employment and Company performance objectives relating to the Company’s Net Income, Return on Assets, Return on Equity or Stock Price to Book Ratio, as compared to designated Peer Group performance, are achieved and certified by the Committee. Vesting is accelerated upon a change of control of the Company or upon the holder’s death or termination of employment with the Company due to disability.  A copy of the form 2013 Restricted Stock Grant Agreement referenced above is attached hereto as Exhibit 10.1 and incorporated herein by reference.

On January 25, 2013, the Committee approved increases to 2013 base salary, effective April 1, 2013, for Peter S. Ho, Chairman, CEO and President in the amount of $150,000, for a total base salary of $900,000; Wayne Y. Hamano, Vice Chairman and Chief Commercial Officer in the amount of $25,000, for a total base salary of $350,000;  Kent T. Lucien, Vice Chairman and Chief Financial Officer in the amount of $25,000, for a total base salary of $450,000; Mark A. Rossi, Vice Chairman, Chief Administrative Officer, General Counsel and Corporate Secretary in the amount of $25,000, for a total base salary of $450,000; and Mary E. Sellers, Vice Chairman and Chief Risk Officer in the amount of $50,000, for a total base salary of $425,000.

Item 9.01.                             Financial Statements and Exhibits.

(d)                             Exhibits

Exhibit No.

10.1                    2013 Restricted Stock Grant Agreement

99.1                    January 30, 2013 Press Release: Bank of Hawaii Corporation 2012 Financial Results.  Any internet addresses provided in this release are for informational purposes only and are not intended to be hyperlinks.  Furnished herewith.

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 hereunto duly authorized.

Exhibit 10.1

BANK OF HAWAII CORPORATION
2004 STOCK AND INCENTIVE COMPENSATION PLAN

2013 RESTRICTED STOCK GRANT AGREEMENT

This Restricted Stock Grant Agreement (“Agreement”) dated January 25, 2013 (“Grant Date”), between Bank of Hawaii Corporation, a Delaware corporation (“Company”), with its registered office at 130 Merchant Street, Honolulu, Hawaii 96813, and the executive of the Company or subsidiary of the Company (“Grantee”) who is specified in the “Notice of 2013 Restricted Stock Grant” (“Notice”) attached hereto.

1.         Grant of Restricted Shares.  Effective as of the Grant Date, the Human Resources and Compensation Committee of the Company’s Board of Directors (“Committee”) has granted to Grantee the number of shares of the Company’s common stock (“Restricted Shares”) as specified in the Notice pursuant to the Bank of Hawaii Corporation 2004 Stock and Incentive Compensation Plan, as amended (“Plan”).  The grant of Restricted Shares evidenced by this Agreement is made subject to the terms and conditions of the Plan and of this Agreement.  In case of conflict between the provisions of the Plan and the provisions of this Agreement, the provisions of the Plan shall control.  Certain terms defined in the Plan are used in this Agreement with the meanings given to them in the Plan.

2.         Restrictions During Period of Restriction.  Restricted Shares shall be subject to forfeiture by Grantee until the “Restriction Period” terminates as to such Restricted Shares and the Restricted Shares shall vest in Grantee (up to the maximum shares granted under this Agreement) in accordance with the terms of the Plan (including, but not limited to, conditions and restrictions imposed pursuant to Section 8.4 of the Plan) and this Agreement.

a.         Restriction Period.  For purposes of this Agreement and with respect to a designated block of Restricted Shares granted under this Agreement, the term “Restriction Period” shall mean the period that commences on the Grant Date and terminates following achievement of the service and financial performance objectives applicable to the block of Restricted Shares as described below.

(1)        Component Conditioned on Service

One-third of the total Restricted Shares granted hereunder shall be subject to the termination of the Restriction Period under this Section 2.a(1) that is conditioned on service and the achievement of positive net income (which one-third block is referred to hereunder as the “Service Shares”) as follows:

(a)        On March 3, 2014, with respect to one-third of the Service Shares provided that (I) Grantee remains an Employee through March 3, 2014, and (II) the Committee shall have certified with respect to the fiscal year ending December 31, 2013, that the Company has achieved positive net income as publicly announced by the Company in its earnings release for that period (“Net Income Performance Objective”).

(b)        On January 30, 2015, with respect to one-third of the Service Shares provided that (I) Grantee remains an Employee through January 30, 2015, and (II) the Net Income Performance Objective is satisfied.

(c)        On January 29, 2016, with respect to one-third of the Service Shares provided that (I) Grantee remains an Employee through January 29, 2016, and (II) the Net Income Performance Objective is satisfied.

(2)        Component Conditioned on First-Tier Performance

One-third of the total Restricted Shares granted hereunder shall be subject to the termination of the Restriction Period under this Section 2.a(2) that is conditioned on service and the achievement of financial performance criteria at no less than the second-tier peer group level (which one-third block is referred to hereunder as the “First-Tier Shares”) as follows:

(a)        On March 3, 2014 with respect to one-third of the First-Tier Shares provided that (I) Grantee remains an Employee through March 3, 2014, and (II) the Committee shall have certified with respect to the fiscal year ending December 31, 2013, that the Company’s “Return on Assets”, or “Return on Equity”, or “Stock Price to Book Ratio v. Peers” falls within the top two quartiles of the 2013 Regional Bank Index or the 2013 U.S. Bank Index that has been designated by the Committee on or before the Grant Date and as the same may be revised from time to time to delete organizations that cease to be publicly-held (“First-Tier Performance Objective”).

For purposes of this Agreement the terms “Return on Assets”, “Return on Equity”, and “Stock Price to Book Ratio vs. Peers” shall mean such terms as determined and reported with respect to the Company for purposes of placement under designated 2013 Regional Bank Index and the 2013 U.S. Bank Index.

(b)        On January 30, 2015, with respect to one-third of the First-Tier Shares provided that (I) Grantee remains an Employee through January 30, 2015, and (II) the First-Tier Performance Objective is satisfied.

(c)        On January 29, 2016, with respect to one-third of the First-Tier Shares provided that (I) Grantee remains an Employee through January 29, 2016 and (II) the First-Tier Performance Objective is satisfied.

(3)        Component Conditioned on Second-Tier Performance

One-third of the total Restricted Shares granted hereunder shall be subject to the termination of the Restriction Period under this Section 2.a(3) that is conditioned on service and the achievement of financial performance criteria at the first-tier peer group level (which one-third block is referred to hereunder as the “Second-Tier Shares”) as follows:

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(a)        On March 3, 2014, with respect to one-third of the Second-Tier Shares provided that (I) Grantee remains an Employee through March 3, 2014, and (II) the Committee shall have certified with respect to the fiscal year ending December 31, 2013, that the Company’s “Return on Assets”, or “Return on Equity”, or “Stock Price to Book Ratio vs. Peers” falls within the top quartile of the 2013 Regional Bank Index or the 2013 U.S. Bank Index that has been designated by the Committee on or before the Grant Date and as the same may be revised from time to time to delete organizations that cease to be publicly-held (“Second-Tier Performance Objective”).

(b)        On January 30, 2015, with respect to one-third of the Second-Tier Shares provided that (I) Grantee remains an Employee through January 30, 2015, and (II) the Second-Tier Performance Objective is satisfied.

(c)        On January 29, 2016, with respect to one-third of the Second-Tier Shares provided that (I) Grantee remains an Employee through January 29, 2016, and (II) the Second-Tier Performance Objective is satisfied.

b.         Committee Determinations. This Agreement shall be interpreted in a manner consistent with the requirements of the performance-based compensation exception under Code Section 162(m).  The Committee shall endeavor to certify whether the service and financial performance objectives described in Section 2.a of this Agreement have been satisfied on or prior to the scheduled time of vesting as specified in Section 2.a.  In the event that the Committee has not done so, it shall make such determination as soon thereafter as possible and, if the satisfaction of the service and financial performance objectives have been certified, the Restricted Shares subject to vesting shall vest at the time of the making of such certification.

c.         Other Termination of Restriction Period.  The Restriction Period shall terminate and all theretofore unvested and unforfeited Restricted Shares shall vest in Grantee upon the earliest to occur of the following:  (i) the death of Grantee; (ii) the Grantee is no longer an Employee due to “disability” within the meaning of that term under Code Section 409A and the regulations promulgated thereunder; or (iii) the occurrence of a “Change in Control” in accordance with Article 15 of the Plan.

d.         Forfeiture of Unvested Restricted Shares.  Each block of Restricted Shares that remains unvested and unforfeited shall be forfeited and transferred to the Company upon the first to occur of: (i) except as provided in Section 2.c of this Agreement, Grantee’s ceasing to be an Employee for any reason, whether voluntary or involuntary; and (ii) the making of the determination that the financial performance objective applicable to the block of Restricted Shares has not been satisfied for such block under Section 2.a of this Agreement.  Grantee’s employment shall not be treated as terminated in the case of a transfer of employment within the Company and its subsidiaries or in the case of sick leave and other approved leaves of absence.

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e.         Transfer Restriction.  During the Period of Restriction for a particular Restricted Share, such Restricted Share shall be subject to the restrictions on transferability set forth in Section 8.3 of the Plan.

3.         Issuance of Shares; Registration; Withholding Taxes.  Restricted Shares shall be issued in Grantee’s name, shall bear the restrictive legend specified in Section 8.5 of the Plan (and such other restrictive legends as are required or deemed advisable by the Company under the provisions of any applicable law), and shall be held by the Company until all restrictions lapse or such shares are forfeited as provided herein.  The Restricted Shares as to which the Restriction Period has terminated shall be delivered to Grantee upon such termination.  The Company may postpone the issuance or delivery of the Shares until (a) the completion of registration or other qualification of such Shares or transaction under any state or federal law, rule or regulation, or any listing on any securities exchange, as the Company shall determine to be necessary or desirable; (b) the receipt by the Company of such written representations or other documentation as the Company deems necessary to establish compliance with all applicable laws, rules and regulations, including applicable federal and state securities laws and listing requirements, if any; and (c) the payment to the Company in accordance with Article 17 of the Plan of any amount required by the Company to satisfy any federal, state or other governmental withholding tax requirements related to the issuance or delivery of the Shares.  Grantee shall comply with any and all legal requirements relating to Grantee’s resale or other disposition of any Shares acquired under this Agreement.

4.         Share Adjustments.  The number and kind of Restricted Shares or other property subject to this Agreement shall be subject to adjustment in accordance with Section 4.2 of the Plan.

5.         Rights as Shareholder.  Unless otherwise provided herein, Grantee shall be entitled to all of the rights of a shareholder with respect to the Restricted Shares, including the right to vote such Shares and to receive dividends and other distributions (not including share adjustments as described in Section 4 above) payable with respect to such Shares from and after the Grant Date.  Grantee’s rights as a shareholder shall terminate with respect to any Restricted Shares forfeited by Grantee.

6.         Amendment.  This Agreement may be amended by the Committee at any time based on its determination that the amendment is necessary or advisable in light of any addition to, or change in, the Code or regulations issued thereunder or any federal or state securities law or other law or regulation, or the Plan, or based on any discretionary authority of the Committee under the Plan.  Unless necessary or advisable due to a change in law, any amendment to this Agreement which has a material adverse effect on the interest of Grantee under this Agreement shall be adopted only with the consent of Grantee.

7.         Section 83(b) Election.  Grantee shall promptly deliver to the Company a copy of any election filed by Grantee in respect of the Restricted Shares pursuant to Code Section 83(b).

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8.         Notices.  Any notice or other communication made in connection with this Agreement shall be deemed duly given when delivered in person or mailed by certified or registered mail, return receipt requested, to Grantee at Grantee’s address shown on Company records or such other address designated by Grantee by similar notice, or to the Company at its then principal office, to the attention of the Corporate Secretary of the Company.  Furthermore, such notice or other communication shall be deemed duly given when transmitted electronically to Grantee at Grantee’s electronic mail address shown on the Company records or, to the extent that Grantee is an active employee, through the Company’s intranet.

9.         Miscellaneous.  This Agreement and the Plan set forth the final and entire agreement between the parties with respect to the subject matter hereof, which shall be governed by and shall be construed in accordance with the laws of the State of Hawaii, to the extent not governed by federal law.  This Agreement shall bind and benefit Grantee, the heirs, distributees and personal representative of Grantee, and the Company and its successors and assigns.  This Agreement may be signed in counterparts, each of which shall be deemed an original, and said counterparts shall together constitute one and the same instrument.  Capitalized terms not herein defined shall have the meanings prescribed to them under the Plan.

BY ACCEPTING THE RESTRICTED SHARES GRANTED UNDER THIS 2013 RESTRICTED STOCK GRANT AGREEMENT, GRANTEE AGREES TO ALL THE TERMS AND CONDITIONS DESCRIBED IN THIS AGREEMENT AND IN THE PLAN.

5.

Exhibit 99.1

Bank of Hawaii Corporation 2012 Financial Results

·           2012 Diluted Earnings Per Share $3.67

·           2012 Net Income $166.1 Million

·           Diluted Earnings Per Share for the Fourth Quarter of 2012 $0.90

·           Net Income for the Fourth Quarter of 2012 $40.3 Million

·           Board of Directors Declares Dividend of $0.45 Per Share

FOR IMMEDIATE RELEASE

HONOLULU, HI (January 30, 2013) -- Bank of Hawaii Corporation (NYSE: BOH) today reported diluted earnings per share of $0.90 for the fourth quarter of 2012, down from $0.92 per share in the previous quarter, and up from $0.85 per share in the same quarter last year.  Net income for the fourth quarter of 2012 was $40.3 million, compared to net income of $41.2 million in the third quarter of 2012 and $39.2 million in the same quarter last year.

Loan and lease balances were $5.9 billion at December 31, 2012, up 5.7 percent compared with December 31, 2011.  Deposit growth remained strong during the quarter, increasing 8.8 percent to $11.5 billion at December 31, 2012.  The allowance for loan and lease losses decreased by $2.1 million from the third quarter to $128.9 million at December 31, 2012 and represents 2.20 percent of outstanding loans and leases.

“We are very pleased with the continued stability and strength of our earnings,” said Peter S. Ho, Chairman, President, and CEO.  “During the quarter loan balances increased across most categories and deposits continued to grow.  Credit quality remained solid, our balance sheet and capital ratios are strong, and we maintained our focus on disciplined expense management.”

The return on average assets for the fourth quarter of 2012 was 1.19 percent, compared with 1.22 percent in the previous quarter and 1.17 percent in the same quarter last year.  The return on average equity for the fourth quarter of 2012 was 15.47 percent, compared with 16.02 percent in the previous quarter and 15.23 percent in the same quarter last year.  The return on average assets for the full year of 2012 was 1.22 percent, unchanged from 2011.  The return on average equity for the full year of 2012 was 16.23 percent, an increase from the return on average equity of 15.69 percent in 2011.

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Financial Highlights

Net interest income, on a taxable-equivalent basis, for the fourth quarter of 2012 was $92.7 million, down $3.5 million from net interest income of $96.2 million in the third quarter of 2012 and down $4.5 million from net interest income of $97.2 million in the fourth quarter last year.  Net interest income, on a taxable-equivalent basis, for the full year of 2012 was $386.7 million, a decrease of $5.6 million from net interest income of $392.3 million in 2011.  Analyses of changes in net interest income are included in Tables 8a, 8b and 8c.

The net interest margin was 2.87 percent for the fourth quarter of 2012, an 11 basis point decrease from the previous quarter and a 17 basis point decrease from the same quarter last year. The net interest margin for the full year of 2012 was 2.97 percent, a 16 basis point decrease from 3.13 percent in 2011.  The reduction in the net interest margin was largely the result of lower interest rates which resulted in decreased yields on loans and investments.

During the fourth and third quarters of 2012, the Company did not record a provision for credit losses.  Net loans and leases charged-off were $2.1 million in the fourth quarter of 2012 and $1.5 million in the third quarter of 2012.  During the fourth quarter of 2011 the provision for credit losses was $2.2 million, or $4.8 million less than net charge-offs.  The provision for credit losses for the full year of 2012 was $1.0 million compared with $12.7 million in 2011.

Noninterest income was $53.0 million for the fourth quarter of 2012, up $0.6 million or 1.2 percent compared with noninterest income of $52.4 million in the third quarter of 2012 and up $9.6 million or 22.1 percent compared with noninterest income of $43.4 million in the fourth quarter of 2011.  The increase compared with the prior year quarter was largely due to strong mortgage banking revenue of $11.3 million during the fourth quarter of 2012 compared with $3.4 million in the fourth quarter last year.  Noninterest income for the full year of 2012 was $200.3 million compared with noninterest income of $197.7 million in 2011.

Noninterest expense was $83.5 million in the fourth quarter of 2012, down $1.4 million or 1.7 percent from noninterest expense of $84.9 million in the third quarter of 2012, and down $0.9 million or 1.1 percent from noninterest expenses of $84.4 million in the fourth quarter of 2011.  Noninterest expense in the fourth quarter of 2012 included total charges of $1.5 million related to the Company’s previously announced plans to close two branches in American Samoa.  Noninterest expense in the third quarter of 2012 included an increase in profit sharing and incentive accruals of $1.0 million, $1.0 million related to the launch of a new consumer credit card product, and $1.0 million in separation expense. There were no significant noninterest expense items in the fourth quarter of 2011.  Noninterest expense for the full year of 2012 was $334.3 million, down $13.9 million from noninterest expense of $348.2 million in 2011.  Results for 2011 included a second quarter litigation settlement of $9.0 million.

The efficiency ratio for the fourth quarter of 2012 was 58.24 percent compared with 58.13 percent in the previous quarter and 60.42 percent in the same quarter last year.  The efficiency ratio for the full year of 2012 was 57.88 percent compared with 59.23 percent during the full year of 2011.

The effective tax rate for the fourth quarter of 2012 was 32.67 percent compared with 32.55 percent in the previous quarter and 26.06 percent in the same quarter last year.  The effective tax rate for the full year of 2012 was 31.46 percent compared with 29.49 percent for the full year of 2011.  The effective tax rate for the fourth quarter of 2011 was favorably impacted by the release of tax reserves determined during the quarter.

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The Company’s business segments are defined as Retail Banking, Commercial Banking, Investment Services, and Treasury & Other.  Results are determined based on the Company’s internal financial management reporting process and organizational structure.  Selected financial information for the business segments is included in Tables 13a and 13b.

Asset Quality

The Company’s overall asset quality in the fourth quarter of 2012 reflects the improving Hawaii economy.  Total non-performing assets decreased to $37.1 million at December 31, 2012 compared with $40.3 million at September 30, 2012 and $40.8 million at December 31, 2011.  As a percentage of total loans and leases, including foreclosed real estate; non-performing assets were 0.63 percent at the end of the fourth quarter of 2012, down from 0.70 percent as of the end of the third quarter and 0.74 percent at the end of the fourth quarter last year.

Accruing loans and leases past due 90 days or more were $10.4 million at December 31, 2012, up from $7.5 million at September 30, 2012 and $9.2 million at December 30, 2011.  The increase in accruing loan and leases past due compared with the prior quarter is in residential mortgages and are three loans that are expected to return to current status.  Restructured loans not included in non-accrual loans or accruing loans past due 90 days or more were $31.8 million at December 31, 2012, up slightly from $31.4 million at September 30, 2012, and down from $33.7 million at December 31, 2011.   Restructured loans are primarily comprised of residential mortgage loans with lowered monthly payments to accommodate the borrowers’ financial needs for a period of time.  More information on non-performing assets and accruing loans and leases past due 90 days or more is presented in Table 11.

Net charge-offs during the fourth quarter of 2012 were $2.1 million or 0.15 percent annualized of total average loans and leases outstanding.  Loan and lease charge-offs of $5.4 million during the quarter were partially offset by recoveries of $3.3 million.  Net charge-offs during the third quarter of 2012 were $1.5 million or 0.10 percent annualized, and were comprised of charge-offs of $5.0 million and recoveries of $3.5 million.  Net charge-offs during the fourth quarter of 2011 were $7.0 million, or 0.51 percent annualized, and were comprised of charge-offs of $9.6 million and recoveries of $2.6 million.  Net charge-offs for the full year of 2012 were $10.7 million, or 0.19 percent of total average loans and leases, down from $21.4 million, or 0.40 percent of total average loans and leases in 2011.

The allowance for loan and lease losses was $128.9 million at December 31, 2012, down $2.1 million from the allowance for loan and lease losses of $131.0 million at September 30, 2012 and down $9.7 million from the allowance for loan and lease losses of $138.6 million at December 31, 2011.  The ratio of the allowance for loan and lease losses to total loans and leases was 2.20 percent at December 31, 2012, a decrease of 7 basis points from the previous quarter and 30 basis points from the same quarter last year.  The reserve for unfunded commitments at December 31, 2012 was unchanged from September 30, 2012 and remained at $5.4 million.  Details of loan and lease charge-offs, recoveries, and the components of the total reserve for credit losses are summarized in Table 12.

Other Financial Highlights

Total assets increased to $13.73 billion at December 31, 2012, up $345.9 million from total assets of $13.38 billion at September 30, 2012, and down $118.0 million from total assets of $13.85 billion at December 31, 2011.  Average total assets were $13.52 billion during the fourth quarter of 2012, up $25.7 million from average total assets of $13.49 billion during the third quarter of 2012, and up $158.9 million from average total assets of $13.36 billion during the fourth quarter of 2011.

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Total loans and leases grew to $5.85 billion at December 31, 2012, up $72.2 million or 1.2 percent from total loans and leases of $5.78 billion at the end of the previous quarter, and up $316.2 million or 5.7 percent from total loans and leases of $5.54 billion at December 31, 2011.  Average total loans and leases were $5.80 billion during the fourth quarter of 2012, up from $5.72 billion during the previous quarter, and up from $5.42 billion during the same quarter last year.  Loan and lease portfolio balances, including the higher risk loans outstanding, are summarized in Table 10.

Deposit generation continued to remain strong during the fourth quarter of 2012, increasing to $11.53 billion at December 31, 2012, up $308.9 million or 2.8 percent from total deposits of $11.22 billion at September 30, 2012, and up $936.9 million or 8.8 percent from total deposits of $10.59 billion at December 31, 2011.  Securities sold under agreements to repurchase were $758.9 million at December 31, 2012, down $59.1 million from $818.1 million at September 30, 2012, and down $1.17 billion from $1.93 billion at December 31, 2011.  Average total deposits were $11.38 billion in the fourth quarter of 2012, higher than average deposits of $11.30 billion during the previous quarter, and up from average deposits of $10.16 billion during the same quarter last year.  Deposit balances are summarized in Tables 7a, 7b, and 10.

Long-term debt was $128.1 million at December 31, 2012, up from $28.1 million at September 30, 2012 and $30.7 million at December 31, 2011.  The increase in long-term debt was primarily for asset/liability management purposes.

As a result of the strong deposit growth, which exceeded loan growth during the fourth quarter, the investment portfolio increased to $6.96 billion at December 31, 2012, compared to $6.60 billion at September 30, 2012, and was down slightly from $7.11 billion at December 31, 2011.  The investment portfolio remains largely comprised of securities issued by U. S. government agencies.

During the fourth quarter of 2012, the Company repurchased 339.0 thousand shares of common stock at a total cost of $14.9 million under its share repurchase program.  The average cost was $44.06 per share repurchased.  From January 2 through January 25, 2013, the Company repurchased an additional 34.0 thousand shares of common stock at an average cost of $46.60 per share repurchased.  From the beginning of the share repurchase program initiated during July 2001 through December 31, 2012, the Company has repurchased 50.3 million shares and returned over $1.8 billion to shareholders at an average cost of $36.34 per share.  Remaining buyback authority under the share repurchase program was $67.9 million at January 25, 2013.

Total shareholders’ equity was $1.02 billion at December 31, 2012, down slightly from September 30, 2012, and up from $1.00 billion at December 31, 2011.  The ratio of tangible common equity to risk-weighted assets was 17.24 percent at December 31, 2012 compared with 17.43 percent at September 30, 2012 and 17.93 percent at December 31, 2011.  The Tier 1 leverage ratio at December 31, 2012 was 6.83 percent, up from 6.78 percent at September 30, 2012 and 6.73 percent at December 31, 2011.

The Company’s Board of Directors declared a quarterly cash dividend of $0.45 per share on the Company’s outstanding shares.  The dividend will be payable on March 14, 2013 to shareholders of record at the close of business on February 28, 2013.

Hawaii Economy

Hawaii’s economy continued to improve during the fourth quarter of 2012 primarily due to a strong visitor industry.  A record 8.0 million total visitors arrived in Hawaii during 2012, up 9.6 percent compared with 2011, and exceeding the previous high of 7.6 million visitors during 2006.  Total visitor spending reached a record high of $14.3 billion in 2012, up 18.7 percent compared with 2011, and was

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largely due to strong spending by international visitors.  The statewide seasonally-adjusted unemployment rate continued to decline during the fourth quarter of 2012 to 5.2% in December compared with 7.8% nationally.  Median sales prices for single-family homes and condominiums as well as closed sales on Oahu increased during 2012 compared with the prior year.  Months of inventory at December 31, 2012 for single-family homes on Oahu declined to 2.5 and 3.0 for condominiums.  More information on current Hawaii economic trends is presented in Table 15.

Conference Call Information

The Company will review its 2012 financial results today at 8:00 a.m. Hawaii Time (1:00 p.m. Eastern Time).  The call will be accessible via teleconference and via the Investor Relations link of Bank of Hawaii Corporation’s web site, www.boh.com.  The conference call number for participants in the United States is 800-299-9086.  International participants should call 617-786-2903.  Use the pass code “Bank of Hawaii” to access the call.  A replay of the conference call will be available for one week beginning Wednesday, January 30, 2013 by calling 888-286-8010 in the United States or 617-801-6888 internationally and entering the number 46643910 when prompted.  A replay will also be available via the Investor Relations link of the Company’s web site.

Forward-Looking Statements

This news release, and other statements made by the Company in connection with it may contain “forward-looking statements”, such as forecasts of our financial results and condition, expectations for our operations and business prospects, and our assumptions used in those forecasts and expectations.  Do not unduly rely on forward-looking statements.  Actual results might differ significantly from our forecasts and expectations because of a variety of factors.  More information about these factors is contained in Bank of Hawaii Corporation’s Annual Report on Form 10-K for the year ended December 31, 2011, which was filed with the U.S. Securities and Exchange Commission.  We do not promise to update forward-looking statements to reflect later events or circumstances

Bank of Hawaii Corporation is a regional financial services company serving businesses, consumers and governments in Hawaii, American Samoa, and the West Pacific.  The Company’s principal subsidiary, Bank of Hawaii, was founded in 1897 and is the largest independent financial institution in Hawaii.  For more information about Bank of Hawaii Corporation, see the Company’s web site, www.boh.com.

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1  Efficiency ratio is defined as noninterest expense divided by total revenue (net interest income and total noninterest income).

2  Net interest margin is defined as net interest income, on a taxable-equivalent basis, as a percentage of average earning assets.

3  Dividend payout ratio is defined as dividends declared per share divided by basic earnings per share.

4 Tangible common equity, a non-GAAP financial measure, is defined by the Company as shareholders’ equity minus goodwill and intangible assets.  Intangible assets are included as a component of other assets in the Consolidated Statements of Condition.

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Bank of Hawaii Corporation and Subsidiaries

7

Bank of Hawaii Corporation and Subsidiaries

8

9

10