<SUBMISSION>
<ACCESSION-NUMBER>0000875357-08-000034
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>2
<PERIOD>20080630
<ITEMS>2.02
<ITEMS>2.03
<ITEMS>9.01
<FILING-DATE>20080724
<DATE-OF-FILING-DATE-CHANGE>20080724
<FILER>
<COMPANY-DATA>
<CONFORMED-NAME>BOK FINANCIAL CORP ET AL
<CIK>0000875357
<ASSIGNED-SIC>6021
<IRS-NUMBER>731373454
<STATE-OF-INCORPORATION>OK
<FISCAL-YEAR-END>1231
</COMPANY-DATA>
<FILING-VALUES>
<FORM-TYPE>8-K
<ACT>34
<FILE-NUMBER>000-19341
<FILM-NUMBER>08968614
</FILING-VALUES>
<BUSINESS-ADDRESS>
<STREET1>BANK OF OKLAHOMA TOWER
<STREET2>PO BOX 2300
<CITY>TULSA
<STATE>OK
<ZIP>74192
<PHONE>9185953025
</BUSINESS-ADDRESS>
<MAIL-ADDRESS>
<STREET1>BANK OF OKLAHOMA TOWER
<STREET2>P O BOX 2300
<CITY>TULSA
<STATE>OK
<ZIP>74192
</MAIL-ADDRESS>
</FILER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>form8k072408.txt
<DESCRIPTION>FORM 8-K 072408
<TEXT>
                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION

                              Washington, DC 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):
                                  July 21, 2008

                           BOK FINANCIAL CORPORATION

             (Exact name of registrant as specified in its charter)



         Oklahoma                       000-19341              73-1373454
         --------                       ---------              ----------
(State or other jurisdiction           (Commission            (IRS Employer
     of incorporation)                 File Number)         Identification No.)


  Bank of Oklahoma Tower, Boston Avenue at Second Street, Tulsa, Oklahoma 74172
                    (Address of principal executive offices)

               Registrant's telephone number, including area code:
                                 (918) 588-6000

               _____________________N/A___________________________

          (Former name or former address, if changes since last report)

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:

|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425).

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

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

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

<PAGE>

                    INFORMATION TO BE INCLUDED IN THE REPORT

ITEM 2.02.  Results of Operations and Financial Condition

     On July 22, 2008,  subsequent to BOK Financial's earnings  announcement for
the second  quarter of 2008,  SemGroup  L.P. and 24 related  entities  filed for
bankruptcy  protection.  BOK  Financial  had credit  exposure to SemGroup,  L.P.
through loans and derivative  contracts of approximately $147 million as of June
30,  2008.  As disclosed in previous  filings with the  Securities  and Exchange
Commission, the principal owner of SemGroup resigned from the Board of Directors
of BOK Financial on July 16, 2008.

     BOK Financial currently expects to recognize pre-tax charges of $71 million
related to  SemGroup  for the second  quarter of 2008 in addition to $16 million
pre-tax charges recognized in the initial earnings release on July 15, 2008. The
total  pre-tax  charges are based on an  assessment  of a range of values  using
information currently available,  including information provided by a nationally
recognized financial advisor to SemGroup.  The range considers both the value of
SemGroup as a going concern and its liquidation  value.  Our current estimate is
based on the lower end of the range of values.  BOK  Financial's  strong capital
position  will  enable  the  company to absorb  these  pre-tax  charges  without
impeding our operations and growth.


ITEM 2.03.  Creation of a Direct Financial Obligation or an Obligation under
     an Off-Balance Sheet Arrangement of a Registrant

     On July 21, 2008,  BOK Financial  Corporation  entered into a $188 million,
unsecured  revolving  credit  agreement with George B. Kaiser,  its Chairman and
principal shareholder. Interest on the outstanding balance is based on one-month
LIBOR plus 125 basis points and payable  quarterly.  Additional  interest on the
unused commitment amount is based on 25 basis points and payable quarterly. This
agreement has no restrictive  covenants,  which provides greater  flexibility to
fund the needs of BOK Financial and its subsidiaries.  This agreement expires on
December 2, 2010.

     The credit  agreement with Mr. Kaiser  replaces a credit  facility  entered
into on December 2, 2005 with a group of commercial  banks which was  terminated
at the request of BOK Financial on July 21, 2008.


ITEM 9.01.  Financial Statements and Exhibits.

     (c)  Exhibits

          99(b) Credit Agreement between BOK Financial Corporation and George B.
               Kaiser dated July 21, 2008.


Forward-looking Information

     This  report  contains   forward-looking   statements  that  are  based  on
management's  beliefs,   assumptions,   current   expectations,   estimates  and
projections about BOK Financial, the financial services industry and the economy
generally.  Words such as  "anticipates,"  "believes,"  "estimates,"  "expects,"
"forecasts,"   "plans,"  "projects,"   variations  of  such  words  and  similar
expressions are intended to identify such forward-looking statements. Management
judgments  relating to and  discussion of the provision and allowance for credit
losses involve judgments as to future events and are inherently  forward-looking
statements.  Assessments  that BOK  Financial's  acquisitions  and other  growth
endeavors  will be  profitable  are  necessary  statements  of  belief as to the
outcome of future events based in part on  information  provided by others which
BOK  Financial  has  not  independently  verified.   These  statements  are  not
guarantees of future performance and involve certain risks,  uncertainties,  and
assumptions  which are  difficult  to predict  with  regard to  timing,  extent,
likelihood and degree of occurrence.  Therefore, actual results and outcomes may
materially  differ  from  what  is  expected,  implied  or  forecasted  in  such
forward-looking statements.  Internal and external factors that might cause such
a difference  include,  but are not limited to (1) the ability to fully  realize
expected  cost  savings from mergers  within the expected  time frames,  (2) the
ability of other  companies on which BOK  Financial  relies to provide goods and
services in a timely and  accurate  manner,  (3)  changes in interest  rates and
interest  rate  relationships,  (4) demand for  products and  services,  (5) the
degree of competition by traditional and nontraditional competitors, (6) changes
in banking regulations, tax laws, prices, levies and assessments, (7) the impact
of technological  advances and (8) trends in consumer  behavior as well as their
ability to repay loans. BOK Financial and its affiliates undertake no obligation
to update, amend or clarify forward-looking  statements,  whether as a result of
new information, future events, or otherwise.


                                    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 hereunto duly authorized.


                                          BOK FINANCIAL CORPORATION


                                          By:      /s/ Steven E. Nell
                                              --------------------------------
                                              Steven E. Nell
                                              Executive Vice President
                                              Chief Financial Officer
Date:  July 24, 2008
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>exhibit99b.txt
<DESCRIPTION>(B) CREDIT AGREEMENT 072108
<TEXT>
                                                               Exhibit 99 (b)

THIS  DEBENTURE HAS NOT BEEN  REGISTERED  UNDER THE  SECURITIES  ACT OF 1933, AS
AMENDED (THE "ACT"),  OR THE  SECURITIES  LAWS OF ANY STATE AND MAY NOT BE SOLD,
TRANSFERRED,  ASSIGNED OR OTHERWISE DISPOSED OF UNLESS THE PERSON REQUESTING THE
TRANSFER OF THIS  DEBENTURE  SHALL FURNISH,  WITH RESPECT TO SUCH  TRANSFER,  AN
OPINION OF COUNSEL (BOTH COUNSEL AND OPINION TO BE SATISFACTORY TO BOK FINANCIAL
CORPORATION,  HEREIN  CALLED THE  "CORPORATION")  TO THE EFFECT  THAT SUCH SALE,
TRANSFER,  ASSIGNMENT  OR  DISPOSITION  WILL NOT  INVOLVE ANY  VIOLATION  OF THE
REGISTRATION  PROVISIONS OF THE ACT OR ANY SIMILAR OR SUPERSEDING  STATUTE OR OF
ANY APPLICABLE STATE SECURITIES LAW.

THIS  DEBENTURE IS NOT A DEPOSIT AND WILL NOT BE INSURED BY THE FEDERAL  DEPOSIT
INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY. THIS OBLIGATION MAY NOT BE
REPAID PRIOR TO MATURITY, EITHER PURSUANT TO AN ACCELERATION IN EVENT OF DEFAULT
OR OTHERWISE, WITHOUT THE PRIOR WRITTEN CONSENT OF THE ISSUER.

THIS DEBENTURE MAY NOT BE EXCHANGED FOR DEBENTURES OF SMALLER DENOMINATIONS.

                            BOK FINANCIAL CORPORATION
                                  $188,000,000
                                    DEBENTURE

                                  July 21, 2008

BOK FINANCIAL CORPORATION,  hereinafter called the "Corporation",  a corporation
duly organized and existing  under the laws of the State of Oklahoma,  for value
received,  hereby  promises to pay to the order of George B. Kaiser,  the sum of
One Hundred  Eighty-Eight  Million and no/100 Dollars  ($188,000,000) or so much
thereof as shall been  advanced and remains  outstanding  and to pay interest on
the  unpaid  balance  of  such  principal  sum at  the  rate  and in the  manner
hereinafter  provided.  The  Corporation may request  advances,  upon three days
prior notice,  under this  Debenture from time to time provided (i) the total of
all such  advances  of  principal  outstanding  at any  time  shall  not  exceed
$188,000,000  and (ii) the  Corporation  is not in  default  of any  obligations
arising under this Debenture.

The  principal  of and  interest  on this  Debenture  shall  be  payable  at the
principal office of the holder in Tulsa,  Oklahoma,  or at such other address as
the holder of this Debenture shall from time to time designate.

This Debenture is payable as follows:

(a) The unpaid  principal  of this  Debenture  is due and payable on December 2,
2010.

(b) Interest  shall be charged on the unpaid  principal  balance of this Note to
the date of maturity on a daily basis for the actual  number of days any portion
of the principal is outstanding ("Outstanding Principal"), computed on the basis
of a 360 day year, at a rate  determined on the first day of each calendar month
for the entire  calendar  month  equal to (the  "Note  Rate") the LIBOR Rate (as
hereinafter  defined) per annum in effect from time to time.  Interest  shall be
charged on $188,000,000 less the Outstanding  Principal  (calculated and paid in
the  same  manner  as  interest  on the  Outstanding  Principal)  at the rate of
twenty-five  one-hundredths of one percent (0.250%).  "LIBOR Rate" means (i) the
one (1) month London  Interbank  Offered Rate ("LIBOR") as published in the Wall
Street  Journal on the first  business days of each calendar  month (even if the
first  business day occurs after the  beginning of the calendar  month) plus (i)
one hundred  twenty-five  one-hundredths of one percent (1.250%).  The Note Rate
shall be  determined  each month and each  change in the Note Rate shall  become
effective,  without notice to the Maker (which notice is hereby expressly waived
by the Maker) on the effective of such change. The interest on this Debenture is
payable  as it  accrues  on the  last day of each  March,  June,  September  and
December in each year, commencing September 30, 2008, until the principal amount
hereof has been paid in full.

In the event of default  hereunder and this  Debenture is placed in the hands of
an attorney for collection  (whether or not suit is filed), or if this Debenture
is collected by suit or legal proceedings or through bankruptcy proceedings, the
Corporation  agrees to pay in addition  to all sums then due  hereon,  including
principal  and  interest,  all  expenses  of  collection,  including  reasonable
attorneys' fees.

The Corporation  hereby waives  presentment and demand for payment,  protest and
notice of protest and nonpayment  and agrees that  liability  hereunder or under
any  guaranty  of payment  hereof  shall not be affected  by any  renewal(s)  or
extension(s) in time of payment hereof.

All references to the Corporation  herein shall, and shall be deemed to, include
its  successors  and  assigns,  and all  covenants,  stipulations,  promises and
agreements  contained herein by or on behalf of the Corporation shall be binding
upon its successors and assigns, whether so expressed or not.

IN WITNESS WHEREOF,  the Corporation has caused this Debenture to be executed in
its  corporate  name and in its  behalf  by its  Chief  Executive  Officer,  his
signature to be attested by its Secretary and its corporate  seal to be hereunto
affixed and this Debenture to be dated,  issued and  delivered,  all on the 21st
day of July, 2008, each of such officers being thereunto duly authorized.

ATTEST:                                  BOK FINANCIAL CORPORATION

___/s/ Frederic Dorwart_____             By    ______/s/ Stanley A. Lybarger___
Frederic Dorwart, Secretary                    Stanley A. Lybarger,
                                               Chief Executive Officer


                                         George B. Kaiser

                                         _____/s/ George B. Kaiser_____________
</TEXT>
</DOCUMENT>
</SUBMISSION>
