<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>exhbt99.txt
<DESCRIPTION>CULLEN/FROST BANKERS INC. PRESS RELEASE
<TEXT>

								Exhibit 99



								Greg Parker
								210/220-5632
								           or
								Pam Thomas
								210/220-4205



FOR IMMEDIATE RELEASE
APRIL 18, 2001




CULLEN/FROST REPORTS FIRST QUARTER
 RESULTS, TIMING OF EARNINGS CONFERENCE CALL AND EARNINGS GUIDANCE


SAN ANTONIO -- Cullen/Frost Bankers, Inc. today reported first quarter 2001
earnings of $22.5 million, or $.42 per diluted common share, compared to
$.47 per diluted common share reported for the first quarter last year.

Compared to first quarter a year ago, revenues increased 8.7 percent, driven
by increases in loans and deposits and strong non-interest income growth.
Average loans increased 8.4 percent while deposits grew 6.2 percent.  A
broad-based fee income growth across various business lines accounted for an
18 percent increase in non-interest income.

The quarter was negatively impacted by a $13 million charge-off, related to
a $20 million shared national credit.  As previously reported, this loan was
included in the company's potential problem loans at year-end 2000 and was
placed on non-performing status at the end of February 2001.  In April, the
company determined that the deterioration in this credit was greater than
had been expected and this further negatively impacted the company's
estimate of probable losses incurred related to this credit. The remaining
balance of $6.9 million associated with this credit is included in non-
accrual loans at March 31, 2001.

Partially offsetting this impact on the first quarter's results was a pre-
tax gain of $5.7 million related to the sale of interest rate floors which
had been purchased to hedge interest rate exposure in an environment of
falling interest rates.  Of the gain, $1.1 million is included in other non-
interest income with the remainder included, net of tax, as  the cumulative
effect of adopting SFAS 133, which went into effect January 1, 2001.
Excluding the after-tax net impact of the additional provision and the gain
on the sale of the interest rate floors, earnings per diluted common share
for the first quarter of 2001 would have been $.51, up 8.5 percent from the
first quarter last year.

"This quarter's results were clearly impacted by one specific problem loan
and the aggressive actions that we took to address it," said Dick Evans,
chairman and chief executive officer.  "Writing down this loan to its
discounted collateral value reflects our commitment to act decisively and
prudently to deal with this problem.  We will now work going forward to
recover the maximum amount possible. The problems we encountered with this
credit are unique to a specific company and are not indicative of a
particular industry or our portfolio overall."  The allowance for loan
losses as a percentage of average loans was 1.40 percent at March 31, 2001,
flat with the fourth quarter last year and up from the 1.37 percent reported
for the first quarter last year.

"We continue to experience good loan and deposit growth as well as increases
in fee based revenues even though the quarter was impacted by the steep and
quick decline in interest rates which negatively affected net interest
income.  The Texas economy continues to show fundamental strength,
especially in the diverse and vibrant markets we serve.   We also believe in
the people in this organization who work hard on building and sustaining
long-term customer relationships."

Based on the results of this quarter and current conditions, Cullen/Frost
currently expects that its earnings per share for the current year will be
between a range of  $2.05 and $2.15,  below the low end of the current IBES
estimates for 2001 of $2.20.

For the first quarter of 2001, return on average assets and equity were 1.23
percent and 15.48 percent, compared to 1.47 percent and 19.76 percent for
the same quarter the previous year.  Average loans for the quarter,
excluding mortgage loans and indirect auto loans, two loan products the
company is de-emphasizing, increased 12.5 percent from the quarter a year
ago.  Average deposits increased 6.2 percent to $6.3 billion compared to
$5.9 billion for the first quarter in 2000.

Noted financial data for the first quarter follows:
The provision for possible loan losses in the first quarter of 2001 was $15
million, compared to net charge-offs for the quarter of $14.2 million with
$13.0 million in additional provision and charge-off relating to the single
shared national credit. The loan loss provision in the first quarter last
year was $2.7 million, compared to net charge-offs of $2.6 million. Non-
performing assets were $23.0 million at quarter end, compared to $18.0
million at the end of the first quarter 2000.  This represented .29 percent
of  total assets at March 31, 2001 compared to .26 percent  for the same
date last year.
Cullen/Frost's cash earnings per diluted share, which excludes the after-tax
impact of intangible amortization, was $.48, compared to $.53 cash earnings
per diluted share for the same quarter of 2000.  Cash earnings return on
equity and return on assets for the first quarter of 2001 were 17.56 percent
and 1.39 percent, compared to 22.18 percent and 1.65 percent for the first
quarter last year.
Net interest income was $80.6 million, compared to $77.6 million reported
for the first quarter of 2000. A factor negatively impacting  the growth in
net interest income was the effect of three Federal Reserve decreases in the
Federal Funds rate which totaled 150 basis points in the first quarter of
2001.  The steep and quick decline in rates resulted in the re-pricing of
interest bearing deposits lagging the re-pricing of earning assets.
Positives to net interest income included the increase in average loans
which were up 8.4 percent, (12.5 percent excluding mortgage and indirect
auto loans) and the increase in average deposits which grew by 6.2 percent
from the quarter a year ago.
Non-interest income for the first quarter totaled $46.8 million, an increase
of 18 percent compared to $39.6 million for the first quarter 2000.  Service
charges on deposits increased 14.6 percent to $16.5 million, with the
increase split evenly between commercial and retail based service charges.
Insurance commissions more than doubled from a year ago to $3.9 million from
$1.5 million and resulted from the combined success of two insurance agency
acquisitions that closed in the second and third quarters of 2000 and our
existing Frost Insurance Agency.  Other service charges were up 30.8 percent
to $5.9 million from the first quarter of 2000 resulting primarily from
increased revenues from Frost Securities Inc., the corporation's investment
banking subsidiary.
Non-interest expense was $82.6 million an increase of 8.6 percent compared
to $76.1 million reported the first quarter of last year.  The increase
comes primarily from combined salaries and benefits, which increased $3.2
million or 7.9 percent as a result of the two new insurance agency
acquisitions and the buildup during the year of our investment banking
subsidiary.  Normal merit and market increases also contributed to the
growth.

Cullen/Frost will be holding its quarterly conference call to discuss the
results for the quarter on Thursday April 19, 2001 at 10:00 a.m. (CDT).
Media and other interested individuals are invited to listen to the call at
the following numbers:     Domestic:   800-370-0906     International:
973-633-6740
The call can also be heard through a live webcast at:
https://www.frostbank.com/cgi-
bin/ecomm/frost1/scripts/frames/investor/investorframe.jsp
The conference call will be available for telephone playback at 973-341-3080
PIN 2522482  after 11:00 a.m.  (CDT).

Cullen/Frost Bankers, Inc. is a financial holding company, headquartered in
San Antonio, with assets of $7.8 billion at March 31, 2001.  Frost Bank
operates more than 80 financial centers across Texas in Austin, Boerne,
Corpus Christi, Dallas, Fort Worth, Galveston, Houston, McAllen, New
Braunfels, San Antonio and San Marcos. The corporation provides a full range
of business and consumer banking products, investment and brokerage
services, insurance products and investment banking services.  Founded in
1868, Frost Bank is the largest independent bank in Texas, helping Texans
with their financial needs during three centuries. Cullen/Frost Bankers'
stock is traded on the New York Stock Exchange under the symbol CFR.

Forward-Looking Statements:
Certain statements contained in this 1st quarter 2001 earnings release that
are not statements of historical fact constitute forward-looking statements
within the meaning of the Private Securities Litigation Reform Act of 1995
(the "Act"), not withstanding that they are not specifically identified as
such.  In addition, certain statements in future filings by Cullen/Frost
with the Securities and Exchange Commission, in press releases, and in oral
and written statements made by or with the approval of the Corporation which
are not statements of historical fact constitute forward-looking statements
within the meaning of the Act.  Examples of forward-looking statements
include, but are not limited to: (i) projections of revenues, income or
loss, earnings or loss per share, the payment or nonpayment of dividends,
capital structure and other financial items; (ii) statements of plans and
objectives of Cullen/Frost or its management or Board of Directors,
including those relating to products or services; (iii) statements of future
economic performance; and (iv) statements of assumptions underlying such
statements.  Words such as "believes", "anticipates", "expects", "intends",
"targeted" and similar expressions are intended to identify forward-looking
statements but are not the exclusive means of identifying such statements.
     Forward-looking statements involve risks and uncertainties that may
cause actual results to differ materially from those in such statements.
Factors that could cause actual results to differ from those discussed in
the forward-looking statements include, but are not limited to: (i) local,
regional and international economic conditions and the impact they may have
on Cullen/Frost and its customers; (ii) the effects of and changes in trade,
monetary and fiscal policies and laws, including interest rate policies of
the Federal Reserve Board; (iii) inflation, interest rate, market and
monetary fluctuations; (iv) the timely development and acceptance of new
products and services and perceived overall value of these products and
services by users; (v) changes in consumer spending, borrowings and savings
habits; (vi) technological changes; (vii) acquisitions and integration of
acquired businesses; (viii) the ability to increase market share and control
expenses; (ix) changes in the competitive environment among financial
holding companies; (x) the effect of changes in laws and regulations
(including laws and regulations concerning taxes, banking, securities and
insurance)  with which Cullen/Frost and its subsidiaries must comply; (xi)
the effect of changes in accounting policies and practices, as may be
adopted by the regulatory agencies as well as the Financial Accounting
Standards Board; (xii) changes in the Corporation's organization,
compensation and benefit plans; (xiii) the costs and effects of litigation
and of unexpected or adverse outcomes in such litigation; (xiv) costs or
difficulties related to the integration of the businesses of Cullen/Frost
being greater than expected; and (xv) the Corporation's success at managing
the risks involved in the foregoing.
     Such forward-looking statements speak only as of the date on which such
statements are made.  Cullen/Frost undertakes no obligation to update any
forward-looking statement to reflect events or circumstances after the date
on which such statement is made, or to reflect the occurrence of
unanticipated events.


<TABLE>
<CAPTION>

Cullen/Frost Bankers, Inc.
CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)

                                 2001                     2000
                               -------   -------------------------------------
                               1st Qtr   4th Qtr   3rd Qtr   2nd Qtr   1st Qtr
                               -------   -------   -------   -------   -------
<S>                            <C>       <C>       <C>       <C>       <C>
CONDENSED INCOME STATEMENTS
 ($ in thousands)
Net interest income            $80,619   $83,265   $81,964   $79,982   $77,552
Net interest income(1)          81,809    84,387    83,063    81,095    78,712
Provision for possible loan
 losses                         15,031     5,118     3,436     2,867     2,682
Non-interest income
 Trust fees                     12,006    12,646    12,488    12,446    11,686
 Service charges on deposit
  accounts                      16,500    16,251    15,212    14,765    14,399
 Insurance commissions           3,895     3,397     3,828     1,586     1,520
 Other service charges           5,934     5,339     5,259     5,009     4,536
 Net securities transactions        10        10         2                  (8)
 Other                           8,413     8,324     5,618     9,068     7,484
                               -------   -------   -------   -------   -------
 Total non-interest income     $46,758   $45,967   $42,407   $42,874   $39,617

Non-interest expense
 Salaries & wages               35,610    35,515    35,460    34,439    33,229
 Pensions and other benefits     8,911     6,604     7,338     7,171     8,050
 Net occupancy                   7,203     7,239     7,050     6,850     6,766
 Furniture & equipment           6,012     6,060     5,150     5,219     5,066
 Intangible amortization         3,880     3,960     3,891     3,818     3,956
  Other                         20,985    21,600    19,584    20,259    19,006
                               -------   -------   -------   -------   -------
 Total non-interest expense    $82,601   $80,978   $78,473   $77,756   $76,073

Income before taxes and
  cumulative effect of
  accounting change             29,745    43,136    42,462    42,233    38,414
Income taxes                    10,215    14,863    14,704    14,603    13,258
                               -------   -------   -------   -------   -------
Income before cumulative
  effect of accounting change  $19,530   $28,273   $27,758   $27,630   $25,156
Cumulative effect of
  accounting change, net of tax  3,010
                               -------   -------   -------   -------   -------
Net income                     $22,540   $28,273   $27,758   $27,630   $25,156
Cash earnings(2)                25,567    31,352    30,798    30,621    28,238

PER COMMON SHARE DATA
Net income - basic   (5)       $   .44   $   .55   $   .53   $   .53   $   .48
Net income - diluted(5)            .42       .53       .52       .52       .47
Cash earnings - basic              .50       .61       .59       .59       .54
Cash earnings - diluted            .48       .59       .57       .57       .53
Cash dividends                    .195      .195      .195      .195      .175
Shareholders' equity             11.49     11.14     10.57     10.08      9.77
 (shares in thousands)
Period-end common shares        51,551    51,430    51,790    52,031    52,378
Average common shares           51,518    51,606    51,976    52,235    52,682
Dilutive effect of stock
 options                         2,244     1,973     1,715     1,283     1,084

SELECTED FINANCIAL DATA
Return on average assets          1.23%     1.52%     1.53%     1.56%     1.47%
Cash earnings ROA(3)              1.39      1.68      1.69      1.73      1.65
Return on average equity         15.48     20.09     20.50     21.31     19.76
Cash earnings ROE(4)             17.56     22.28     22.74     23.61     22.18
Net interest income to
  average earning assets(1)       5.18      5.28      5.33      5.33      5.36


(1) Taxable-equivalent basis assuming a 35% tax rate.
(2) Net income before intangible amortization (including goodwill
    and core deposit intangibles, net of tax).
(3) Cash earnings as a percentage of total average assets.
(4) Cash earnings as a percentage of average shareholders' equity.
(5) Excluding the one time benefit of $3 million, net of tax, related to a
    change in accounting for derivatives basic EPS and diluted EPS were
    $.38 and $.36, respectively for the first quarter of 2001.

</TABLE>
<TABLE>
<CAPTION>

Cullen/Frost Bankers, Inc.

CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)

                             2001                2000
                           -------   ----------------------------------
                           1st Qtr   4th Qtr  3rd Qtr  2nd Qtr  1st Qtr
                           -------   -------  -------  -------  -------
<S>                        <C>       <C>      <C>      <C>      <C>
BALANCE SHEET SUMMARY
 ($ in millions)
Average Balance:
  Loans                    $ 4,564   $ 4,459  $ 4,405  $ 4,334  $ 4,211
  Earning assets             6,378     6,366    6,210    6,112    5,902
  Total assets               7,451     7,403    7,238    7,111    6,900
  Private deposits           5,908     5,907    5,830    5,711    5,624
  Public funds                 349       338      269      260      265
  Total deposits             6,257     6,245    6,099    5,971    5,889

Period-End Balance:
  Loans                    $ 4,587   $ 4,535  $ 4,469  $ 4,426  $ 4,282
  Earning assets             6,538     6,422    6,199    6,260    6,022
  Intangible assets            129       133      138      131      134
  Total assets               7,820     7,660    7,355    7,328    7,019
  Total deposits             6,590     6,500    6,205    6,128    6,009
  Shareholders' equity         592       573      547      525      511
  Adjusted shareholders'
   equity(1)                   589       575      570      562      554

ASSET QUALITY
 ($ in thousands)
Allowance for possible
  loan losses              $64,065   $63,265  $59,965  $58,965  $58,465
   As a percentage of
    period-end loans          1.40%     1.40%    1.34%    1.33%    1.37%

Net charge-offs:           $14,231   $ 1,818  $ 2,436  $ 2,367  $ 2,562
   As a percentage of
    average loans             1.26%      .16%     .22%     .22%     .24%

Non-performing assets:
  Non-accrual              $20,691   $16,662  $17,300  $13,016  $14,579
  Foreclosed assets          2,349     2,271    2,480    2,956    3,373
                           -------   -------  -------  -------  -------
    Total                  $23,040   $18,933  $19,780  $15,972  $17,952
   As a percentage of:
  Total assets                 .29%      .25%     .27%     .22%     .26%
  Total loans plus
    foreclosed assets          .50       .42      .44      .36      .42


CAPITAL RATIOS
Tier 1 Risk-Based
  Capital Ratio              10.30%    10.08%   10.16%   10.62%   10.83%
Total Risk-Based
  Capital Ratio              11.46     11.24    11.29    11.78    12.03
Equity to Assets Ratio        7.57      7.48     7.45     7.16     7.28
Leverage Ratio                7.73      7.54     7.58     7.68     7.74




(1) Shareholders' equity excluding the SFAS 115 market value adjustment.
</TABLE>




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