<PAGE>

    As filed with the Securities and Exchange Commission on January 13, 1995


                                                  Registration No. _____________
                          ----------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                          ----------------------------

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                          ----------------------------

                              BANCORP HAWAII, INC.
             (Exact name of Registrant as specified in its charter)

            HAWAII                                          99-0148992
(State of Incorporation)                   (IRS Employer Identification No.)

                               130 MERCHANT STREET
                             HONOLULU, HAWAII 96813
                    (Address of principal executive offices)
                          ----------------------------


                       BANK OF HAWAII PROFIT SHARING PLAN
                              (Full title of plan)
                          ----------------------------

                                JOSEPH T. KIEFER
                              BANCORP HAWAII, INC.
                                 P. O. BOX 2900
                             HONOLULU, HAWAII 96846
                                 (808) 537-8111
                          (Name, address, and telephone
                          number of agent for service)
                          ----------------------------

                                    Copy to:
                           J. THOMAS VAN WINKLE, ESQ.
                   CARLSMITH BALL WICHMAN MURRAY CASE & ICHIKI
                  1001 BISHOP STREET, SUITE 2200, PACIFIC TOWER
                             HONOLULU, HAWAII  96813
                                 (808) 523-2500



<PAGE>
                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
- -------------------------------------------------------------------------------
Title of       Amount to be       Proposed      Proposed       Amount of
securities     registered         maximum       maximum        registration
to be                             offering      aggregate      fee(1)
registered                        price per     offering
                                  share(1)      price(1)
- -------------------------------------------------------------------------------
<S>            <C>                <C>           <C>            <C>
Common          500,000           $25.25        $12,625,000    $4,353.48
Stock  ($2
par value)

- -------------------------------------------------------------------------------
<FN>

     (1) In accordance with Rule 457 calculated on the basis of the average of
the high and low prices for the common stock on the New York Stock Exchange
composite tape on January 9, 1995.
</TABLE>

          In addition, pursuant to Rule 416(c) of the Securities Act of 1933,
this registration statement also covers an indeterminate amount of interests to
be offered or sold pursuant to the employee benefit plan described herein.

          The prospectus related to this registration statement also covers
securities registered under registration statement No. 33-49836.


<PAGE>

                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.    INCORPORATION OF DOCUMENTS BY REFERENCE.

          The following documents are incorporated by reference in the
registration statement:

     (a)  The plan's latest annual report filed pursuant to Section 15(d) of the
Securities Exchange Act of 1934.

     (b)  The registrant's latest annual report on Form 10-K, or if the
financial statements therein are more current, the registrant's latest
prospectus filed pursuant to Rule 424(b) of the Securities Exchange Commission
under the Securities Act of 1933 containing audited financial statements for the
registrant's latest fiscal year for which such statements have been filed.

     (c)   All other reports filed by the registrant pursuant to Sections 13(a)
or 15(d) of the Securities Exchange Act of 1934 since the end of the fiscal year
covered by the annual report or the prospectus referred to in (a) above.

     (d)  The description of registrant's common stock contained in the
registration statement filed under Section 12 of the Securities Exchange Act of
1934, including any amendment or report filed for the purpose of updating that
description.

     All documents subsequently filed by the registrant or the plan pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934,
prior to the filing of a post-effective amendment to the registration statement
which indicates that all of the shares of common stock offered have been sold or
which deregisters all of such shares then remaining unsold, shall be deemed to
be incorporated by reference in the registration statement and to be a part
thereof from the date of filing of such documents.  Any statement contained in a
document incorporated or deemed to be incorporated by reference herein shall be
deemed to be modified or superseded for purposes of the registration statement
to the extent that a statement contained herein or in any other subsequently
filed document which also is or is deemed to be incorporated by reference herein
modifies or supersedes such statement.  Any such statement so modified or
superseded shall not be deemed, except as so modified or superseded, to
constitute a part of this registration statement.

                                        3

<PAGE>

ITEM 4.   DESCRIPTION OF SECURITIES.

                                 Not applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

          LEGAL OPINION.  The validity of the shares of common stock to be
offered hereunder will be passed upon for the registrant by the law firm of
Carlsmith Ball Wichman Murray Case & Ichiki ("Carlsmith Ball").  Charles R.
Wichman, one of registrant's directors, is a retired partner of Carlsmith Ball
and is the beneficial owner of 32,205 shares of registrant's common stock.  One
of the Carlsmith Ball attorneys who has participated in the preparation of this
registration statement, J. Thomas Van Winkle, is the beneficial owner of
approximately 15,375 shares of registrant's common stock.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

          Section 415-5 of the Hawaii Revised Statutes authorizes a Hawaii
corporation to indemnify its directors, officers, employees and agents against
certain liabilities and expenses they may incur in such capacities, and provides
that such persons have a right to indemnification against expenses where they
have been successful on the merits or otherwise in defense of certain types of
actions or any issue therein.  The indemnification provided by Section 415-5 is
not exclusive of any other indemnification rights that may exist under any
bylaw, agreement, vote of shareholders, or disinterested directors, or
otherwise.  The registrant's Restated Articles of Incorporation provide for the
indemnification of the registrant's directors, officers, employees or agents
against certain liabilities.  Additionally, the registrant maintains insurance
under which its directors, officers, employees or agents are insured against
certain liabilities.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

                                 Not applicable.

ITEM 8.   EXHIBITS.

          The exhibits to the registration statement are listed in the Exhibit
Index elsewhere herein.

                                        4


<PAGE>

ITEM 9.   UNDERTAKINGS

          The undersigned registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement: (i) to include
any prospectus required by Section 10(a)(3) of the Securities Act of 1933; (ii)
to reflect in the prospectus any facts or events arising after the effective
date of the registration statement (or the most recent post-effective amendment
thereof) which, individually or in the aggregate, represent a fundamental change
in the information set forth in the registration statement; (iii) to include any
material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement; provided, however, that clauses (i)
and (ii) do not apply if the information required to be included in a post-
effective amendment by those clauses is contained in periodic reports filed by
the registrant pursuant to Section 13 or Section 15(d) of the Securities
Exchange Act of 1934 that are incorporated by reference in the registration
statement.

          (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

          (3)  To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

          (4)  That, for purposes of determining any liability under the
Securities Act of 1933, each filing of the registrant's annual report pursuant
to Sections 13(a) and 15(d) of the Securities Exchange Act of 1934 (and, where
applicable, each filing of an employee benefit plan's annual report pursuant to
Section 15(d) of the Securities Exchange Act of 1934) that is incorporated by
reference in the registration statement shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

          (5)  Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the provisions described in Item 6, or

                                        5


<PAGE>

otherwise, the registrant has been advised that in the opinion of the Securities
and Exchange Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable.  In the event that a
claim for indemnification against such liabilities (other than the payment by
the registrant of expenses incurred or paid by a director, officer or
controlling person of the registrant in the successful defense of any action,
suit or proceedings) is asserted by such director, officer or controlling
person in connection with the securities being registered, the registrant will,
unless in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.

                                        6


<PAGE>

                                   SIGNATURES


          THE REGISTRANT.  Pursuant to the requirements of the Securities Act of
1933, Bancorp Hawaii, Inc. certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and has duly caused
this registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in Honolulu, Hawaii, on the 12th day of
January, 1995.



                                        BANCORP HAWAII, INC.


                                        By  /s/ Lawrence M. Johnson
                                           ----------------------------
                                           Lawrence M. Johnson
                                           Chairman of the Board
                                           and Chief Executive
                                           Officer and Director


          Pursuant to the requirements of the Securities Act of 1933, this
registration statement or amendment thereto has been signed by the following
persons in the capacities and on the dates indicated.

SIGNATURE                     TITLE                    DATE


/s/ Lawrence M. Johnson   Chairman of the Board   January 12, 1995
- ------------------------  and Chief Executive
Lawrence M. Johnson       Officer and Director

          *               Director                January 12, 1995
- ------------------------
Peter D. Baldwin


          *               Director                January 12, 1995
- ------------------------
Mary G.F. Bitterman


          *               Director                January 12, 1995
- ------------------------
Thomas B. Hayward


          *               Director                January 12, 1995
- ------------------------
David A. Heenan

                                       7.

<PAGE>

          *               Director                January 12, 1995
- ------------------------
Stuart T.K. Ho


          *               Director                January 12, 1995
- ------------------------
Herbert M. Richards, Jr.


          *
- ------------------------
H. Howard Stephenson      Director                January 12, 1995



          *               Director                January 12, 1995
- ------------------------
Fred E. Trotter


          *               Director                January 12, 1995
- ------------------------
Charles R. Wichman


          *               Director                January 12, 1995
- ------------------------
K. Tim Yee


          *               Executive Vice          January 12, 1995
- ------------------------  President, Chief
David A. Houle            Financial Officer


          *               Vice President          January 12, 1995
- ------------------------  and Controller,
Denis K. Isono            Chief Accounting
                          Officer

          THE PLAN.  Pursuant to the requirements of the Securities Act of 1933,
the Profit Sharing Trust Committee of the Bank of Hawaii Profit Sharing Plan has
duly caused this registration statement or amendment thereto to be signed on the

                                       8.

<PAGE>

Plan's behalf by the undersigned, thereunto duly authorized, in Honolulu,
Hawaii, on the dates indicated below.

BANK OF HAWAII PROFIT SHARING PLAN

SIGNATURE                               DATE



By        *                        January 12, 1995
   ----------------------------
   Charles R. Wichman,
   Member of the Profit Sharing
   Trust Committee



By        *                        January 12, 1995
   ----------------------------
   Richard J. Dahl
   Member of the Profit Sharing
   Trust Committee



By        *                        January 12, 1995
   ----------------------------
   Thomas J. Kappock
   Member of the Profit Sharing
   Trust Committee



By        *                        January 12, 1995
   ----------------------------
   Ronald K. Migita
   Member of the Profit Sharing
   Trust Committee



By        *                        January 12, 1995
   ----------------------------
   Susan L. Mares
   Member of the Profit Sharing
   Trust Committee



*By /s/ Lawrence M. Johnson
    ----------------------------
    Lawrence M. Johnson
    Attorney-in-Fact

                                       9.

<PAGE>

                                  EXHIBIT INDEX

                                                  SEQUENTIALLY
NO.                 DESCRIPTION                   NUMBERED PAGE

(4)(a)              Bank of Hawaii Profit
                    Sharing Plan (Amended and
                    Restated Plan dated
                    December 14, 1994)

   (b)              Agreement of Trust dated
                    April 1, 1989, between Bank
                    of Hawaii and Vanguard
                    Fiduciary Trust Company


(5)(a)              Opinion of Carlsmith Ball
                    Wichman Murray Case & Ichiki
                    re legality

   (b)              The registrant undertakes
                    that it will submit or has
                    submitted the Bank of Hawaii
                    Profit Sharing Plan and any
                    amendment thereto to the Internal
                    Revenue Service in a timely
                    manner and has made or will
                    make all changes required by
                    the Internal Revenue Service
                    to qualify such plan.

(23)(a)             Consent of Ernst & Young

    (b)             Consent of Carlsmith Ball
                    Wichman Murray Case & Ichiki
                    (See Exhibit (5)(a))

(24)                Power of Attorney of Bancorp
                    Hawaii, Inc.; of Directors
                    and Officers; and of Members of
                    Profit Sharing Trust
                    Committee
[{"type": "S-8", "sequence": "1", "description": "FORM S-8- COVER, 2-9, EXHIBIT INDEX", "secsgml_size_bytes": 17257}]
{"company-data": {"conformed-name": "BANCORP HAWAII INC", "cik": "0000046195", "assigned-sic": "6022", "irs-number": "990148992", "state-of-incorporation": "HI", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "033-57267", "film-number": "95501288"}, "business-address": {"street1": "130 MERCHANT STREET", "city": "HONOLULU", "state": "HI", "zip": "96813-", "phone": "8085378111"}, "mail-address": {"street1": "PO BOX 2900", "city": "HONOLULU", "state": "HI", "zip": "96846"}, "former-company": {"former-conformed-name": "HAWAII BANCORPORATION INC", "date-changed": "19800128"}}
As filed with the Securities and Exchange Commission on January 13, 1995

                                                  Registration No. _____________
                          ----------------------------

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                          ----------------------------

                                    FORM S-8

                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                          ----------------------------

                              BANCORP HAWAII, INC.
             (Exact name of Registrant as specified in its charter)

            HAWAII                                          99-0148992
(State of Incorporation)                   (IRS Employer Identification No.)

                               130 MERCHANT STREET
                             HONOLULU, HAWAII 96813
                    (Address of principal executive offices)
                          ----------------------------

                       BANK OF HAWAII PROFIT SHARING PLAN
                              (Full title of plan)
                          ----------------------------

                                JOSEPH T. KIEFER
                              BANCORP HAWAII, INC.
                                 P. O. BOX 2900
                             HONOLULU, HAWAII 96846
                                 (808) 537-8111
                          (Name, address, and telephone
                          number of agent for service)
                          ----------------------------

                                    Copy to:
                           J. THOMAS VAN WINKLE, ESQ.
                   CARLSMITH BALL WICHMAN MURRAY CASE & ICHIKI
                  1001 BISHOP STREET, SUITE 2200, PACIFIC TOWER
                             HONOLULU, HAWAII  96813
                                 (808) 523-2500
CALCULATION OF REGISTRATION FEE
- -------------------------------------------------------------------------------
Title of       Amount to be       Proposed      Proposed       Amount of
securities     registered         maximum       maximum        registration
to be                             offering      aggregate      fee(1)
registered                        price per     offering
                                  share(1)      price(1)
- -------------------------------------------------------------------------------
Common          500,000           $25.25        $12,625,000    $4,353.48
Stock  ($2
par value)

- -------------------------------------------------------------------------------
(1) In accordance with Rule 457 calculated on the basis of the average of
the high and low prices for the common stock on the New York Stock Exchange
composite tape on January 9, 1995.
In addition, pursuant to Rule 416(c) of the Securities Act of 1933,
this registration statement also covers an indeterminate amount of interests to
be offered or sold pursuant to the employee benefit plan described herein.

          The prospectus related to this registration statement also covers
securities registered under registration statement No. 33-49836.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.    INCORPORATION OF DOCUMENTS BY REFERENCE.

          The following documents are incorporated by reference in the
registration statement:

     (a)  The plan's latest annual report filed pursuant to Section 15(d) of the
Securities Exchange Act of 1934.

     (b)  The registrant's latest annual report on Form 10-K, or if the
financial statements therein are more current, the registrant's latest
prospectus filed pursuant to Rule 424(b) of the Securities Exchange Commission
under the Securities Act of 1933 containing audited financial statements for the
registrant's latest fiscal year for which such statements have been filed.

     (c)   All other reports filed by the registrant pursuant to Sections 13(a)
or 15(d) of the Securities Exchange Act of 1934 since the end of the fiscal year
covered by the annual report or the prospectus referred to in (a) above.

     (d)  The description of registrant's common stock contained in the
registration statement filed under Section 12 of the Securities Exchange Act of
1934, including any amendment or report filed for the purpose of updating that
description.

     All documents subsequently filed by the registrant or the plan pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Securities Exchange Act of 1934,
prior to the filing of a post-effective amendment to the registration statement
which indicates that all of the shares of common stock offered have been sold or
which deregisters all of such shares then remaining unsold, shall be deemed to
be incorporated by reference in the registration statement and to be a part
thereof from the date of filing of such documents.  Any statement contained in a
document incorporated or deemed to be incorporated by reference herein shall be
deemed to be modified or superseded for purposes of the registration statement
to the extent that a statement contained herein or in any other subsequently
filed document which also is or is deemed to be incorporated by reference herein
modifies or supersedes such statement.  Any such statement so modified or
superseded shall not be deemed, except as so modified or superseded, to
constitute a part of this registration statement.

                                        3
ITEM 4.   DESCRIPTION OF SECURITIES.

                                 Not applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

          LEGAL OPINION.  The validity of the shares of common stock to be
offered hereunder will be passed upon for the registrant by the law firm of
Carlsmith Ball Wichman Murray Case & Ichiki ("Carlsmith Ball").  Charles R.
Wichman, one of registrant's directors, is a retired partner of Carlsmith Ball
and is the beneficial owner of 32,205 shares of registrant's common stock.  One
of the Carlsmith Ball attorneys who has participated in the preparation of this
registration statement, J. Thomas Van Winkle, is the beneficial owner of
approximately 15,375 shares of registrant's common stock.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

          Section 415-5 of the Hawaii Revised Statutes authorizes a Hawaii
corporation to indemnify its directors, officers, employees and agents against
certain liabilities and expenses they may incur in such capacities, and provides
that such persons have a right to indemnification against expenses where they
have been successful on the merits or otherwise in defense of certain types of
actions or any issue therein.  The indemnification provided by Section 415-5 is
not exclusive of any other indemnification rights that may exist under any
bylaw, agreement, vote of shareholders, or disinterested directors, or
otherwise.  The registrant's Restated Articles of Incorporation provide for the
indemnification of the registrant's directors, officers, employees or agents
against certain liabilities.  Additionally, the registrant maintains insurance
under which its directors, officers, employees or agents are insured against
certain liabilities.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

                                 Not applicable.

ITEM 8.   EXHIBITS.

          The exhibits to the registration statement are listed in the Exhibit
Index elsewhere herein.

                                        4
ITEM 9.   UNDERTAKINGS

          The undersigned registrant hereby undertakes:

          (1)  To file, during any period in which offers or sales are being
made, a post-effective amendment to this registration statement: (i) to include
any prospectus required by Section 10(a)(3) of the Securities Act of 1933; (ii)
to reflect in the prospectus any facts or events arising after the effective
date of the registration statement (or the most recent post-effective amendment
thereof) which, individually or in the aggregate, represent a fundamental change
in the information set forth in the registration statement; (iii) to include any
material information with respect to the plan of distribution not previously
disclosed in the registration statement or any material change to such
information in the registration statement; provided, however, that clauses (i)
and (ii) do not apply if the information required to be included in a post-
effective amendment by those clauses is contained in periodic reports filed by
the registrant pursuant to Section 13 or Section 15(d) of the Securities
Exchange Act of 1934 that are incorporated by reference in the registration
statement.

          (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

          (3)  To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

          (4)  That, for purposes of determining any liability under the
Securities Act of 1933, each filing of the registrant's annual report pursuant
to Sections 13(a) and 15(d) of the Securities Exchange Act of 1934 (and, where
applicable, each filing of an employee benefit plan's annual report pursuant to
Section 15(d) of the Securities Exchange Act of 1934) that is incorporated by
reference in the registration statement shall be deemed to be a new registration
statement relating to the securities offered therein, and the offering of such
securities at that time shall be deemed to be the initial bona fide offering
thereof.

          (5)  Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the provisions described in Item 6, or

                                        5
otherwise, the registrant has been advised that in the opinion of the Securities
and Exchange Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable.  In the event that a
claim for indemnification against such liabilities (other than the payment by
the registrant of expenses incurred or paid by a director, officer or
controlling person of the registrant in the successful defense of any action,
suit or proceedings) is asserted by such director, officer or controlling
person in connection with the securities being registered, the registrant will,
unless in the opinion of its counsel the matter has been settled by controlling
precedent, submit to a court of appropriate jurisdiction the question whether
such indemnification by it is against public policy as expressed in the Act and
will be governed by the final adjudication of such issue.

                                        6
SIGNATURES

          THE REGISTRANT.  Pursuant to the requirements of the Securities Act of
1933, Bancorp Hawaii, Inc. certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and has duly caused
this registration statement to be signed on its behalf by the undersigned,
thereunto duly authorized, in Honolulu, Hawaii, on the 12th day of
January, 1995.

                                        BANCORP HAWAII, INC.

                                        By  /s/ Lawrence M. Johnson
                                           ----------------------------
                                           Lawrence M. Johnson
                                           Chairman of the Board
                                           and Chief Executive
                                           Officer and Director

          Pursuant to the requirements of the Securities Act of 1933, this
registration statement or amendment thereto has been signed by the following
persons in the capacities and on the dates indicated.

SIGNATURE                     TITLE                    DATE

/s/ Lawrence M. Johnson   Chairman of the Board   January 12, 1995
- ------------------------  and Chief Executive
Lawrence M. Johnson       Officer and Director

          *               Director                January 12, 1995
- ------------------------
Peter D. Baldwin

          *               Director                January 12, 1995
- ------------------------
Mary G.F. Bitterman

          *               Director                January 12, 1995
- ------------------------
Thomas B. Hayward

          *               Director                January 12, 1995
- ------------------------
David A. Heenan

                                       7.
*               Director                January 12, 1995
- ------------------------
Stuart T.K. Ho

          *               Director                January 12, 1995
- ------------------------
Herbert M. Richards, Jr.

          *
- ------------------------
H. Howard Stephenson      Director                January 12, 1995

          *               Director                January 12, 1995
- ------------------------
Fred E. Trotter

          *               Director                January 12, 1995
- ------------------------
Charles R. Wichman

          *               Director                January 12, 1995
- ------------------------
K. Tim Yee

          *               Executive Vice          January 12, 1995
- ------------------------  President, Chief
David A. Houle            Financial Officer

          *               Vice President          January 12, 1995
- ------------------------  and Controller,
Denis K. Isono            Chief Accounting
                          Officer

          THE PLAN.  Pursuant to the requirements of the Securities Act of 1933,
the Profit Sharing Trust Committee of the Bank of Hawaii Profit Sharing Plan has
duly caused this registration statement or amendment thereto to be signed on the

                                       8.
Plan's behalf by the undersigned, thereunto duly authorized, in Honolulu,
Hawaii, on the dates indicated below.

BANK OF HAWAII PROFIT SHARING PLAN

SIGNATURE                               DATE

By        *                        January 12, 1995
   ----------------------------
   Charles R. Wichman,
   Member of the Profit Sharing
   Trust Committee

By        *                        January 12, 1995
   ----------------------------
   Richard J. Dahl
   Member of the Profit Sharing
   Trust Committee

By        *                        January 12, 1995
   ----------------------------
   Thomas J. Kappock
   Member of the Profit Sharing
   Trust Committee

By        *                        January 12, 1995
   ----------------------------
   Ronald K. Migita
   Member of the Profit Sharing
   Trust Committee

By        *                        January 12, 1995
   ----------------------------
   Susan L. Mares
   Member of the Profit Sharing
   Trust Committee

*By /s/ Lawrence M. Johnson
    ----------------------------
    Lawrence M. Johnson
    Attorney-in-Fact

                                       9.
EXHIBIT INDEX

                                                  SEQUENTIALLY
NO.                 DESCRIPTION                   NUMBERED PAGE

(4)(a)              Bank of Hawaii Profit
                    Sharing Plan (Amended and
                    Restated Plan dated
                    December 14, 1994)

   (b)              Agreement of Trust dated
                    April 1, 1989, between Bank
                    of Hawaii and Vanguard
                    Fiduciary Trust Company

(5)(a)              Opinion of Carlsmith Ball
                    Wichman Murray Case & Ichiki
                    re legality

   (b)              The registrant undertakes
                    that it will submit or has
                    submitted the Bank of Hawaii
                    Profit Sharing Plan and any
                    amendment thereto to the Internal
                    Revenue Service in a timely
                    manner and has made or will
                    make all changes required by
                    the Internal Revenue Service
                    to qualify such plan.

(23)(a)             Consent of Ernst & Young

    (b)             Consent of Carlsmith Ball
                    Wichman Murray Case & Ichiki
                    (See Exhibit (5)(a))

(24)                Power of Attorney of Bancorp
                    Hawaii, Inc.; of Directors
                    and Officers; and of Members of
                    Profit Sharing Trust
                    Committee