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 Date of Report (Date of earliest event reported) August 14, 1998 PACIFIC CENTURY FINANCIAL CORPORATION - ----------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-6887 99-0148992 - ------------------------ -------------- ------------------- (State of incorporation) (Commission (IRS Employer File Number) Identification No.) 130 Merchant Street, Honolulu, Hawaii 96813 - ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (Registrant's telephone number, including area code) (808) 643-3888 Item 5. Other Events. Exhibits are filed herewith in connection with a proposed offering of subordinated notes by Bank of Hawaii, a subsidiary of Pacific Century Financial Corporation. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits EXHIBIT (24) Consolidated Financial Statements of Bank of Hawaii and Subsidiaries for the Years ended December 31, 1997, 1996 and 1995 with Report of Independent Auditors. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Date: August 14, 1998 PACIFIC CENTURY FINANCIAL CORPORATION /s/ RICHARD J. DAHL (Signature) Richard J. Dahl President and Chief Operating Officer SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 PACIFIC CENTURY FINANCIAL CORPORATION EXHIBIT TO CURRENT REPORT ON FORM 8-K DATED August 14, 1998 Commission File Number 1-6887 Exhibit Index Exhibit No. Description Page (19) Consolidated Financial Statements Bank of Hawaii and Subsidiaries for The Years ended December 31, 1997, 1996 and 1995 with Report of Independent Auditors .........................5