<SUBMISSION>
<ACCESSION-NUMBER>0000875357-09-000015
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>3
<PERIOD>20090331
<ITEMS>2.02
<ITEMS>9.01
<FILING-DATE>20090429
<DATE-OF-FILING-DATE-CHANGE>20090429
<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>09777916
</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>form8k033109.txt
<DESCRIPTION>FORM 8-K 033109 EARNINGS RELEASE
<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):
                                 April 29, 2009

                           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 April 29, 2009, BOK Financial Corporation ("BOK Financial") issued a
press release announcing its financial results for the three months ended March
31, 2009 ("Press Release"). The full text of the Press Release is attached as
Exhibit 99(a) to this report and is incorporated herein by reference. On April
29, 2009, in connection with issuance of the Press Release, BOK Financial
released financial information related to the three months ended March 31, 2009
("Financial Information"), which includes certain historical financial
information relating to BOK Financial. The Financial Information is attached as
Exhibit 99(b) to this report and is incorporated herein by reference.

ITEM 9.01.  Financial Statements and Exhibits.

(c)      Exhibits

         99(a)  Text of Press Release, dated April 29, 2009 titled "BOK
                Financial Reports $55 Million First Quarter Earnings -
                Announces Increase in Cash Dividend"

         99(b)  Financial Information for the Three Months Ended March 31, 2009


                                    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:  April 29, 2009
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>press033109.txt
<DESCRIPTION>(A) PRESS RELEASE
<TEXT>
                                                               Exhibit 99 (a)

            BOK Financial Reports $55 Million First Quarter Earnings
                       Announces Increase in Cash Dividend

TULSA, Okla. (Wednesday April 29, 2009) - BOK Financial Corporation reported net
income of $55.0 million or $0.81 per diluted share for the first quarter of
2009, up $19.6 million or 55% over the fourth quarter of 2008. Net income for
the first quarter of 2008 was $62.3 million or $0.92 per diluted share including
after-tax gains from the sale of Visa, Inc. Class B common stock and reversal of
accrued contingent liabilities related to Visa of $6.2 million or $0.09 per
diluted share.

"BOK Financial is pleased to report a strong start to 2009 as we continue to
manage the challenges of the current recession," said President and CEO Stan
Lybarger. "Our solid capital and liquidity positions and diverse revenue sources
have allowed us to perform much better than the industry as a whole. This
prompted us to increase our quarterly cash dividend by 7% beginning in the
second quarter."

Highlights of the first quarter of 2009 included:

o        Pre-tax net operating income, which we define as net interest revenue
         plus fees and commissions revenue less operating expenses (excluding
         changes in the fair value of mortgage servicing rights) was $123.6
         million for the first quarter of 2009, $128.4 million for the fourth
         quarter of 2008 and $109.3 million for the first quarter of 2008.
         Pre-tax net operating income is a measure of the Company's ongoing
         ability to generate earnings to absorb credit, impairment and other
         losses.

o        Net interest revenue totaled $169.8 million, down $6.6 million compared
         to the fourth quarter of 2008 and up $22.7 million or 15% over the
         first quarter of 2008. Net interest margin was 3.47% for the first
         quarter of 2009, 3.57% for the fourth quarter of 2008 (3.42% excluding
         the 15 basis point favorable LIBOR spread, as previously disclosed) and
         3.31% for the first quarter of 2008.

o        Fees and commissions revenue totaled $121.5 million for the first
         quarter of 2009, $110.9 million for the fourth quarter of 2008 and
         $113.9 million for the first quarter of 2008. Mortgage banking revenue
         grew $11.3 million or 156% over the fourth quarter of 2008 driven by
         increased volume in refinancing due to government initiatives to lower
         national mortgage interest rates.

o        Other-than-temporary impairment charges reduced pre-tax income by $15.0
         million in the first quarter of 2009 and $5.3 million in the first
         quarter of 2008. No other-than-temporary impairment charges were
         recognized in the fourth quarter of 2008. Impairment charges were
         recognized for certain preferred stocks and privately-issued
         mortgage-backed securities.

o        Combined reserve for credit losses totaled $262 million or 2.07% of
         outstanding loans at March 31, 2009, up from $248 million or 1.93% of
         outstanding loans at December 31, 2008. Net loans charged off and
         provision for credit losses were $31.9 million and $45.0 million,
         respectively for the first quarter of 2009. Net loans charged off and
         provision for credit losses were $33.7 million and $73.0 million,
         respectively, for the fourth quarter of 2008 and $8.9 million and $17.6
         million, respectively, for the first quarter of 2008.

o        Non-performing assets totaled $414 million or 3.26% of outstanding
         loans and repossessed assets at March 31, 2009. Non-performing assets
         totaled $342 million or 2.65% of outstanding loans and repossessed
         assets at December 31, 2008.

o        Average deposit accounts totaled $14.9 billion for the first quarter of
         2009, up $756 million compared with average deposits for the fourth
         quarter of 2008. Total period-end deposits were $15.3 billion at March
         31, 2009.

o        The Company's Tier 1 and tangible common equity ratios were 9.76% and
         6.84%, respectively at March 31, 2009. Tier 1 and tangible common
         equity ratios were 9.42% and 6.64%, respectively, at December 31, 2008.
         The Company chose not to participate in the U.S. Treasury's TARP
         Capital Purchase Program.

o        The Company paid a cash dividend of $15.0 million or $0.225 per common
         share during the first quarter of 2009. On April 28, 2009, the board of
         directors declared an increase in the cash dividend to $0.24 per common
         share payable on or about May 29, 2009 to shareholders of record as of
         May 15, 2009.

Net Interest Revenue

Net interest revenue totaled $169.8 million, down $6.6 million compared to the
fourth quarter of 2008 and up $22.7 million or 15% over the first quarter of
2008. Net interest margin was 3.47% for the first quarter of 2009, 3.57% for the
fourth quarter of 2008 and 3.31% for the first quarter of 2008. As previously
disclosed, the decrease in the net interest margin from the fourth quarter of
2008 was primarily due to the spread between LIBOR and the federal funds rate
returning to a historically normal level. LIBOR is the basis for interest earned
on many of our loans and the federal funds rate is the basis for interest paid
on many interest-bearing liabilities. This spread positively impacted net
interest margin in the fourth quarter of 2008 by 15 basis points. Net interest
margin excluding the narrowed LIBOR / federal funds rate spread increased by 5
basis points over the fourth quarter of 2008.

Average earning assets for the first quarter of 2009 increased $477 million
compared to the previous quarter, primarily due to a $447 million increase in
average securities. Average outstanding loans decreased $42 million due
primarily to lower outstanding commercial loan balances. Residential mortgage
loans held for sale increased $80 million due to refinancing activity.

"A special focus has been placed on growing deposits to enhance our strong
liquidity position," said Lybarger. "We have succeeded in growing deposits
while, at the same time, reducing deposit costs."

Average deposits increased $756 million compared with the fourth quarter of
2008, including a $494 million increase in average interest-bearing transaction
accounts, a $152 million increase in average demand deposits, and a $106 million
increase in average time deposits. Average funds purchased, repurchase
agreements and other borrowed funds decreased $361 million from the fourth
quarter of 2008.

Fees and Commission Revenue

Fees and commissions revenue totaled $121.5 million for the first quarter of
2009, $110.6 million for the fourth quarter of 2008 and $113.9 million for the
first quarter of 2008. The $10.9 million increase in fees and commissions
revenue from the previous quarter was primarily due to an $11.3 million increase
in mortgage banking revenue. Mortgage loan originations increased $494 million
due to government initiatives to lower national mortgage interest rates.
Decreases in trust revenue and deposits fees were largely offset by growth in
brokerage and trading revenue.

Operating Expenses

Operating expenses totaled $165.8 million for the first quarter of 2009, down
$19.6 million from the preceding quarter. Excluding changes in the fair value of
mortgage servicing rights, operating expense increased $8.7 million over the
fourth quarter of 2008. Personnel expenses increased $4.9 million over the
fourth quarter of 2008 primarily due to seasonal increases in payroll taxes and
other employee benefit costs. In addition, the Company experienced an increase
of $2.4 million over the previous quarter due to higher FDIC insurance premiums,
$2.5 million increase in mortgage banking expenses and $800 thousand increase in
net losses and operating expenses related to repossessed assets.

Credit Quality

Non-performing assets continued to increase during the first quarter of 2009.
"We are continuing to work closely with borrowers adversely affected by the
recession and expect those efforts to remain a major focus throughout the
balance of the year," Lybarger said. "We have no plans to liquidate
non-performing assets at depressed prices and will selectively retain assets to
maximize value."

Non-performing assets totaled $414 million or 3.26% of outstanding loans and
repossessed assets at March 31, 2009, up $72 million since December 31, 2008.
Non-performing assets included $11 million of restructured residential mortgage
loans guaranteed by agencies of the U.S. government and $11 million of other
loans guaranteed by cash escrow funds. Non-accruing energy loans included $47
million that represents approximately one-third of the pre-bankruptcy amount due
from a single borrower.

Non-accruing loans totaled $339 million or 2.68% of outstanding loans at March
31, 2009, compared with $300 million or 2.33% of outstanding loans at December
31, 2008. Growth in non-accruing loans was concentrated primarily in the Arizona
market. Approximately $112 million or 20% of loans in the Arizona market were
non-accruing at March 31, 2009, up from $81 million or 14% at December 31, 2008.
Non-accruing loans in Oklahoma and Texas, the Company's largest markets, totaled
$106 million or 1.82% of outstanding loans and $55 million or 1.52% of
outstanding loans, respectively, at March 31, 2009.

Non-accruing commercial loans totaled $129 million or 1.81% of total commercial
loans at March 31, 2009. Non-accruing commercial loans have decreased $6.3
million since December 31, 2008. Energy loans totaled $2.3 billion at March 31,
2009 and are the largest component of the commercial loan portfolio. BOK
Financial has always been an energy lender and this continues to be an area of
expertise. The energy sector will be challenged if commodity pricing remains in
its current range for an extended period of time. The Company analyzes rigorous
stress tests over a range of commodity prices and takes proactive steps to
mitigate risk when appropriate.

Non-accruing commercial real estate loans totaled $175 million or 6.42% of
outstanding commercial real estate loans at March 31, 2009. Total non-accruing
commercial real estate loans increased $38 million since December 31, 2008,
including a $24 million increase in loans secured by land, residential lots and
residential construction properties and a $16 million increase in loans secured
by commercial office buildings. Non-accruing commercial real estate loans
attributed to various markets included $102 million in Arizona, $26 million in
Oklahoma, $23 million in Colorado and $10 million in New Mexico.

Non-accruing consumer loans primarily consist of permanent residential mortgage
loans which totaled $33 million or 1.80% of outstanding residential mortgage
loans at March 31, 2009, a $6.6 million increase over December 31, 2008. The
distribution of non-accruing residential mortgage loans among various markets
included $11 million in Oklahoma and $11 million in Texas and $6 million in
Arizona.

The combined reserve for credit losses totaled $262 million or 2.07% of
outstanding loans and 77% of non-accruing loans at March 31, 2009. The allowance
for loan losses was $251 million and the reserve for off-balance sheet credit
losses was $11 million. During the first quarter of 2009, the Company recognized
a $45.0 million provision for credit losses. Net losses charged against the
allowance for loan losses totaled $31.9 million or 1.00% annualized of average
outstanding loans. At December 31, 2008, the combined allowance for loan losses
and off-balance sheet credit losses was $248 million or 1.93% of outstanding
loans and 83% of non-accruing loans. During the fourth quarter of 2008, the
Company recognized a $73.0 million provision for credit losses. Net losses
charged against the allowance for loan losses totaled $33.7 million or 1.05%
annualized of average outstanding loans.

Real estate and other repossessed assets totaled $61 million at March 31, 2009,
up $32 million from December 31, 2008. Real estate and other repossessed assets
included $34 million of 1-4 family residential properties and residential land
development properties, $11 million of developed commercial real estate
properties, $8 million of equipment, $6 million of undeveloped land and $2
million of automobiles. The distribution of real estate owned and other
repossessed assets among various markets included $16 million in Arizona, $12
million in Texas, $9 million in Kansas City, $8 million in New Mexico and $6
million in Arkansas.

The Company also has off-balance sheet obligations related to certain community
development residential mortgage loans sold to U.S. government agencies with
recourse. These mortgage loans were underwritten to standards approved by the
agencies, including full documentation and originated under programs available
only for owner-occupied properties. The outstanding principal balance of these
loans totaled $379 million at March 31, 2009. All of these loans are to
borrowers in the Company's primary market areas, including $266 million in
Oklahoma, $41 million in Arkansas, $21 million in New Mexico, $18 million in
Kansas City and $17 million in Texas. At March 31, 2009, approximately 3.71% of
these loans are non-performing. A separate reserve for credit risk of $9.2
million is available for losses on these loans.

Securities and Derivatives

The Company's securities portfolio totaled $7.7 billion at March 31, 2009, up
$665 million since December 31, 2008. The increase in securities portfolio
included $589 million of net securities purchased and a $69 million increase in
the net fair value of available for sale securities. The available for sale
portfolio consisted primarily of mortgage-backed securities, including $5.6
billion fully backed by U.S government agencies and $1.2 billion privately
issued by publicly owned financial institutions. The portfolio does not hold any
securities backed by sub-prime mortgage loans, collateralized debt obligations
or collateralized loan obligations. The Company holds no debt of corporate
issuers.

Net unrealized losses on the Company's portfolio of available for sale debt
securities totaled $262 million at March 31, 2009, a $69 million improvement
from December 31, 2008. The decrease in net unrealized losses during the first
quarter included a $52 million decrease in net unrealized losses on U.S.
government-issued mortgage-backed securities and a $17 million decrease in net
unrealized losses on privately-issued mortgage-backed securities.

Approximately $437 million of the privately-issued mortgage-backed securities
were rated below investment grade by at least one nationally-recognized rating
agency. The aggregate unrealized losses on securities rated below investment
grade totaled $160 million at March 31, 2009. The Company completed an
other-than-temporary impairment analysis using criteria recently issued by the
Financial Accounting Standards Board. Based on this analysis, the Company
determined that mortgage-backed securities with unrealized losses of $46 million
were other-than-temporarily impaired. Further analysis determined that the
estimated credit loss to be recognized in earnings on these securities was $7.0
million. The remaining impairment was recognized in equity.

The securities portfolio also included preferred stocks issued by six financial
institutions. The fair value of these preferred stocks declined to $16 million
at March 31, 2009 from $22 million at December 31, 2008. Although none of these
institutions is in default, due to the negative outlook for the financial
services sector in 2009, one of these issuers was downgraded to below investment
grade by at least one nationally recognized rating agency. Based on an
assessment of current and anticipated market conditions, the Company recognized
an other-than-temporary impairment of $8.0 million on these preferred stocks in
the first quarter of 2009. At March 31, the remaining carrying value of these
securities is $24 million.

Net gains on securities totaled $20.1 million for the first quarter of 2009,
compared with a net gain of $20.2 million for the fourth quarter of 2008 and of
$9.9 million for the first quarter of 2008.

                                                      Quarter Ended
                                          March 31     December 31     March 31
                                           2009            2008          2008
                                           ----           -----          ----
Gain on available
  for sale securities                    $22,226          $ 5,067      $ 2,936
Gain (loss) on mortgage
  hedge securities                        (2,118)          15,089          191
Gain on Visa IPO securities                    -                -        6,799
                                         -------          -------       ------
Net gains on securities                  $20,108          $20,156      $ 9,926
                                         =======          =======       ======

Gain (loss) on change in fair value
  of mortgage servicing rights           $ 1,955         $(26,432)     $(1,762)
                                         =======          =======       ======


The Company recognized $22.2 million of gains on the sale of $735 million of
available for sale securities in the first quarter of 2009. These securities
were purchased at deep discounts near the beginning of the recent market
disruption. Securities sold were low coupon mortgage-backed securities. These
were replaced with higher coupon securities that will have superior future
yields.

The fair value of our mortgage servicing rights was $50 million at March 31,
2009. BOK Financial maintains a portfolio of mortgage-backed securities as an
economic hedge against changes in the fair value of our servicing rights. The
relationship between changes in the fair value of these securities and mortgage
servicing rights returned to a more historically normal level during the first
quarter of 2009.

The Company also has a portfolio of derivative contracts held for customer risk
management programs and internal interest rate risk management programs. At
March 31, 2009, the fair value of all asset contracts totaled $551 million, net
of cash margin held by the Company. The largest net amount due from a single
counterparty, a domestic subsidiary of a major energy company, at March 31, 2009
was $187 million. This amount was fully offset by letters of credit issued by
independent financial institutions.


Balance Sheet Management

Outstanding loans at March 31, 2009 were $12.6 billion, a decrease of $236
million from December 31, 2008. Commercial loans decreased $310 million from
December 31, 2008. Outstanding balances were down across most sectors of the
commercial loan portfolio. Residential mortgage loans increased $67 million from
the prior quarter primarily due to increased originations driven by lower
interest rates. Commercial real estate loans also increased over the prior
quarter by $31 million. Consumer loans decreased $24 million compared to the
prior quarter due to a $42 million decrease in indirect automobile loans. The
Company intentionally exited that business during the first quarter of 2009 in
favor of a customer-focused direct lending approach.

Total deposits increased $288 million during the first quarter and totaled $15.3
billion at March 31, 2009. Consumer banking deposits increased $353 million or
6% and wealth management deposits increased $335 million or 12% during the first
quarter. Commercial banking deposits grew by $14 million. Deposit growth in our
primary lines of business was partially offset by decreases in brokered deposits
and other non-core deposit sources. The cost of our interest-bearing deposits
was 1.76% for the first quarter of 2009 and 2.29% for the fourth quarter of
2008.

The Company and each of its subsidiary banks exceeded the regulatory definition
of well capitalized at March 31, 2009. The Company's Tier 1 and tangible common
equity ratios were 9.76% and 6.84%, respectively, at March 31, 2009. Tier 1 and
tangible common equity ratios were 9.42% and 6.64%, respectively, at December
31, 2008. The increase in tangible common equity ratio was primarily due to
retained earnings and reduced unrealized losses on securities. In addition, the
Company's total capital ratio was 13.20% at March 31, 2009 and 12.84% at
December 31, 2008.

BOK Financial chose not to participate in the TARP Capital Purchase Program.
Participation in the TARP Capital Purchase Program places restrictions on
dividend increases and is now forcing companies that participated to reduce or
eliminate dividends in an effort to conserve capital to repay the government.
Since 2008, 186 publicly traded banks and thrifts have cut their dividends. In
contrast, on April 28, 2009, BOK Financial's board of directors declared an
increase in the quarterly cash dividend to $0.24 per common share from $0.225
per common share.

About BOK Financial Corporation

BOK Financial is a regional financial services company that provides  commercial
and consumer banking,  investment and trust services,  mortgage  origination and
servicing,  and an electronic funds transfer  network.  Holdings include Bank of
Albuquerque,  N.A.,  Bank of Arizona,  N.A.,  Bank of  Arkansas,  N.A.,  Bank of
Oklahoma,  N.A., Bank of Texas, N.A., Colorado State Bank & Trust, N.A., Bank of
Kansas City,  N.A., BOSC, Inc.,  Cavanal Hill Investment  Management,  Inc., the
TransFund electronic funds network, and Southwest Trust Company,  N.A. Shares of
BOK  Financial  are  traded  on the  NASDAQ  under  the  symbol  BOKF.  For more
information, visit www.bokf.com.

The Company will continue to evaluate critical assumptions and estimates, such
as the adequacy of the allowance for credit losses and asset impairment as of
March 31, 2009 through the date its financial statements are filed with the
Securities and Exchange Commission and will adjust amounts reported if
necessary.

This news release 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.
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>fs033109.txt
<DESCRIPTION>(B) FINANCIAL STATEMENTS
<TEXT>
 BALANCE SHEETS                                                Exhibit 99 (b)
 BOK FINANCIAL CORPORATION
 (In thousands)
<TABLE>
                                                                      Period Ended
                                                   --------------------------------------------------
                                                    March 31,        December 31,       March 31,
                                                      2009              2008              2008
                                                  -------------     --------------    --------------
                                                  (Unaudited)                          (Unaudited)
 ASSETS
<S>                                                  <C>                <C>               <C>
 Cash and due from banks                             $ 686,976          $ 581,133         $ 642,224
 Trading securities                                    128,179             99,601            93,081
 Funds sold and resell agreements                       27,197            113,809            23,291
 Securities:
   Available for sale                                6,991,803          6,391,451         5,652,220
   Investment                                          251,848            242,344           256,255
   Mortgage trading securities                         454,493            399,211           182,533
                                                  -------------     --------------    --------------
 Total securities                                    7,698,144          7,033,006         6,091,008
 Residential mortgage loans held for sale              245,791            129,246            91,905
 Loans:
   Commercial                                        7,101,530          7,411,603         6,956,858
   Commercial real estate                            2,732,081          2,701,248         2,831,924
   Residential mortgage                              1,819,950          1,752,574         1,529,769
   Consumer                                            986,355          1,010,581           977,204
                                                  -------------     --------------    --------------
   Total loans                                      12,639,916         12,876,006        12,295,755
 Less reserve for loan losses                         (251,002)          (233,236)         (136,584)
                                                  -------------     --------------    --------------
   Loans, net of reserve                            12,388,914         12,642,770        12,159,171
 Premises and equipment, net                           281,300            277,458           261,814
 Accrued revenue receivable                            104,205             96,673           128,224
 Intangible assets, net                                359,523            361,209           366,051
 Mortgage servicing rights, net                         50,246             42,752            69,794
 Real estate and other repossessed assets               61,383             29,179            15,112
 Bankers' acceptances                                    9,316             12,913            12,590
 Derivative contracts                                  551,316            452,604           716,173
 Cash surrender value of bank-owned life insurance     239,348            237,006           228,786
 Receivable on unsettled securities trades                   -            239,474                 -
 Other assets                                          501,604            385,815           226,727
                                                  -------------     --------------    --------------
 TOTAL ASSETS                                     $ 23,333,442       $ 22,734,648      $ 21,125,951
                                                  =============     ==============    ==============

 LIABILITIES AND EQUITY
 Deposits:
   Demand                                          $ 3,050,896        $ 3,082,379       $ 2,747,014
   Interest-bearing transaction                      6,627,222          6,562,350         6,438,665
   Savings                                             168,644            154,635           160,621
   Time                                              5,423,659          5,183,243         3,983,160
                                                  -------------     --------------    --------------
 Total deposits                                     15,270,421         14,982,607        13,329,460
 Funds purchased and
   repurchase agreements                             2,217,081          3,025,399         2,910,237
 Other borrowings                                    2,276,430          1,522,054         1,802,388
 Subordinated debentures                               398,443            398,407           398,306
 Accrued interest, taxes, and expense                  146,111            133,220           133,939
 Bankers' acceptances                                    9,316             12,913            12,590
 Due on unsettled securities trades                    311,133                  -            16,824
 Derivative contracts                                  640,275            667,034           378,243
 Other liabilities                                     118,181            132,902           132,015
                                                  -------------     --------------    --------------
 TOTAL LIABILITIES                                  21,387,391         20,874,536        19,114,002
 Shareholders' equity:
   Capital, surplus and retained earnings            2,111,823          2,069,143         2,018,246
   Accumulated other comprehensive loss               (180,523)          (222,886)          (25,676)
                                                  -------------     --------------    --------------
 TOTAL SHAREHOLDERS' EQUITY                          1,931,300          1,846,257         1,992,570
   Non-controlling interest                             14,751             13,855            19,379
                                                  -------------     --------------    --------------
 TOTAL EQUITY                                        1,946,051          1,860,112         2,011,949
                                                  -------------     --------------    --------------
 TOTAL LIABILITIES AND EQUITY                     $ 23,333,442       $ 22,734,648      $ 21,125,951
                                                  =============     ==============    ==============
</TABLE>


 AVERAGE BALANCE SHEETS - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands)
<TABLE>
                                                                               Quarter Ended
                                            -------------------------------------------------------------------------------------
                                              March 31,         December 31,      September 30,     June 30,         March 31,
                                                2009              2008              2008             2008              2008
                                            -------------     --------------    --------------   --------------    --------------
ASSETS
<S>                                            <C>                 <C>               <C>              <C>               <C>
Trading securities                             $ 111,962           $ 78,840          $ 66,419         $ 74,058          $ 74,957
Funds sold and resell agreements                  50,701             48,246            79,862           72,444            80,735
Securities:
  Available for sale                           6,645,086          6,409,906         5,945,220        5,880,844         5,438,655
  Investment                                     238,562            242,503           239,655          249,723           248,974
  Mortgage trading securities                    453,304            237,319           126,837          155,612           201,199
                                            -------------     --------------    --------------   --------------    --------------
Total securities                               7,336,952          6,889,728         6,311,712        6,286,179         5,888,828
Residential mortgage loans held for sale         201,135            121,184           116,533          105,925            84,291
Loans:
  Commercial                                   7,182,481          7,452,799         7,228,814        6,976,292         6,841,006
  Commercial real estate                       2,762,789          2,716,465         2,696,503        2,802,292         2,784,640
  Residential mortgage                         1,841,006          1,641,023         1,655,710        1,606,518         1,510,238
  Consumer                                       998,489          1,016,409         1,015,796        1,035,985           961,104
                                            -------------     --------------    --------------   --------------    --------------
Total loans                                   12,784,765         12,826,696        12,596,823       12,421,087        12,096,988
Less allowance for loan losses                  (252,734)          (209,319)         (182,844)        (145,524)         (131,709)
                                            -------------     --------------    --------------   --------------    --------------
Total loans, net                              12,532,031         12,617,377        12,413,979       12,275,563        11,965,279
                                            -------------     --------------    --------------   --------------    --------------
Total earning assets                          20,232,781         19,755,374        18,988,504       18,814,168        18,094,090
Cash and due from banks                          661,433            534,039           499,992          524,922           543,232
Cash surrender value of bank-owned life
   insurance                                     237,805            235,195           232,465          229,731           230,283
Derivative contracts                             476,091            352,083           900,777          896,569           513,696
Other assets                                   1,335,259          1,394,960         1,199,425        1,142,910         1,115,752
                                            -------------     --------------    --------------   --------------    --------------
TOTAL ASSETS                                $ 22,943,369       $ 22,271,651      $ 21,821,163     $ 21,608,300      $ 20,497,053
                                            =============     ==============    ==============   ==============    ==============

LIABILITIES AND EQUITY
Deposits:
  Demand                                     $ 2,864,751        $ 2,712,384       $ 2,739,209      $ 2,634,038       $ 2,443,201
  Interest-bearing transaction                 6,610,805          6,116,465         6,565,935        6,420,291         6,267,021
  Savings                                        159,537            155,784           159,856          159,798           156,953
  Time                                         5,215,091          5,109,303         4,792,366        4,076,167         4,225,141
                                            -------------     --------------    --------------   --------------    --------------
Total deposits                                14,850,184         14,093,936        14,257,366       13,290,294        13,092,316
Funds purchased and
  repurchase agreements                        2,562,066          3,095,054         3,061,186        3,126,110         3,061,783
Other borrowings                               2,158,963          1,986,857         1,390,233        2,267,076         1,340,846
Subordinated debentures                          398,425            398,392           398,361          398,336           398,241
Derivative contracts                             641,974            494,778           509,057          239,211           297,660
Other liabilities                                416,242            293,752           258,775          282,656           301,994
                                            -------------     --------------    --------------   --------------    --------------
TOTAL LIABILITIES                             21,027,854         20,362,769        19,874,978       19,603,683        18,492,840
Total equity                                   1,915,515          1,908,882         1,946,185        2,004,617         2,004,213
                                            -------------     --------------    --------------   --------------    --------------
TOTAL LIABILITIES AND EQUITY                $ 22,943,369       $ 22,271,651      $ 21,821,163     $ 21,608,300      $ 20,497,053
                                            =============     ==============    ==============   ==============    ==============
</TABLE>

 STATEMENTS OF EARNINGS - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands, except per share data)
                                                           Quarter Ended
                                                  -----------------------------
                                                             March 31,
                                                  -----------------------------
                                                      2009           2008
                                                  -------------  --------------
 Interest revenue                                    $ 233,227       $ 276,041
 Interest expense                                       63,382         128,913
                                                   -------------  -------------
 Net interest revenue                                  169,845         147,128
 Provision for credit losses                            45,040          17,571
                                                  -------------  --------------
 Net interest revenue after
   provision for credit losses                         124,805         129,557

 Other operating revenue
   Brokerage and trading revenue                        24,699          23,913
   Transaction card revenue                             25,428          23,558
   Trust fees and commissions                           16,510          20,796
   Deposit service charges and fees                     27,405          27,686
   Mortgage banking revenue                             18,498           8,034
   Bank-owned life insurance                             2,317           2,512
   Margin asset fees                                        67           1,967
   Other revenue                                         6,583           5,391
                                                  -------------  --------------
  Total fees and commissions                           121,507         113,857
   Gain (loss) on other assets                             143               4
   Gain (loss) on derivatives, net                      (1,664)          2,113
   Gain (loss) on securities, net                       20,108           9,926
   Total other-than-temporary impairment losses        (54,368)         (5,306)
   Portion of loss recognized in other comprehensive
     income                                            (39,366)              -
                                                  -------------  --------------
   Net impairment losses recognized in earnings        (15,002)         (5,306)
                                                  -------------  --------------
   Total other operating revenue                       125,092         120,594

 Other operating expense
   Personnel                                            92,627          88,106
   Business promotion                                    4,428           4,639
   Professional fees and services                        6,512           5,648
   Net occupancy and equipment                          16,258          15,061
   Insurance                                             5,638           3,710
   Data processing and communications                   19,306          18,893
   Printing, postage and supplies                        4,571           4,419
   Net (gains) losses and operating expenses
     of repossessed assets                               1,806             378
   Amortization of intangible assets                     1,686           1,925
   Mortgage banking costs                                7,467           5,681
   Change in fair value of mortgage servicing rights    (1,955)          1,762
   Visa retrospective responsibility obligation              -          (2,767)
   Other expense                                         7,450           5,949
                                                  -------------  --------------
 Total other operating expense                         165,794         153,404

 Net income before taxes                                84,103          96,747
 Federal and state income taxes                         28,838          34,450
                                                  -------------  --------------

 Net income before non-controlling interest             55,265          62,297
 Non-controlling interest income (expense), net           (233)            (32)
                                                  -------------  --------------

 Net income attributable to BOK Financial Corporation $ 55,032        $ 62,265
                                                  =============  ==============

 Average shares outstanding:
    Basic                                           67,315,986      67,202,128
    Diluted                                         67,387,102      67,504,288

 Net income per share:
   Basic                                                $ 0.81          $ 0.92
                                                  =============  ==============
   Diluted                                              $ 0.81          $ 0.92
                                                  =============  ==============

 FINANCIAL HIGHLIGHTS - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands, except ratio and share data)
<TABLE>
                                                                                Quarter Ended
                                             -------------------------------------------------------------------------------------
                                               March 31,         December 31,      September 30,     June 30,         March 31,
                                                 2009              2008              2008             2008              2008
                                             -------------     --------------    --------------   --------------    --------------
 Capital:
<S>                                           <C>                <C>               <C>              <C>               <C>
   Period-end shareholders' equity            $ 1,931,300        $ 1,846,257       $ 1,940,503      $ 1,942,376       $ 1,992,570
   Risk-based capital ratios:
     Tier 1                                         9.76%              9.42%             9.25%            8.69%             9.35%
     Total capital                                 13.20%             12.84%            12.55%           11.69%            12.44%
   Leverage ratio                                   7.85%              7.89%             7.94%            7.83%             8.23%
   Period-end tangible common equity ratio          6.84%              6.64%             7.16%            7.15%             7.83%

 Common stock:
   Book value per share                           $ 28.57            $ 27.36           $ 28.78          $ 28.78           $ 29.57

   Market value per share:
        High                                      $ 40.71            $ 54.42           $ 53.94          $ 60.74           $ 55.23
        Low                                       $ 22.95            $ 38.40           $ 38.61          $ 49.11           $ 46.82

   Cash dividends paid                           $ 15,027           $ 15,358          $ 15,170         $ 15,180          $ 13,484
   Dividend payout ratio                           27.31%             43.33%            26.76%        (1307.49%)           21.66%
   Shares outstanding, net                     67,589,045         67,473,086        67,433,837       67,488,388        67,383,318
   Stock buy-back program:
       Shares repurchased                               -                  -            75,000                -            91,114
       Amount                                         $ -                $ -       $ 3,337,000              $ -       $ 4,655,477
                                             -------------     --------------    --------------   --------------    --------------
       Average price per share                $                -$                      $ 44.49     $                -     $ 51.10
                                             =============     ================  ==============   ==============    ==============

 Performance ratios (quarter annualized):
  Return on average assets                          0.97%              0.63%             1.03%           (0.02%)            1.22%
  Return on average equity                         11.65%              7.39%            11.59%           (0.23%)           12.50%
  Net interest margin                               3.47%              3.57%             3.48%            3.44%             3.31%
  Efficiency ratio                                 57.10%             54.94%            54.19%           70.52%            57.60%

 Other data:
     Gain (loss) on economic hedge of
       mortgage servicing rights                 $ (2,118)          $ 15,089           $ 1,186         $ (5,518)            $ 191
     Trust assets                            $ 28,700,791       $ 30,454,512      $ 33,242,296     $ 34,433,874      $ 35,524,730
     Mortgage servicing portfolio             $ 5,515,893        $ 5,256,159       $ 5,167,584      $ 5,075,285       $ 4,967,384
     Mortgage loan fundings during the quarter  $ 708,561          $ 214,521         $ 258,171        $ 288,937         $ 256,617
     Mortgage loan refinances to total fundings     73.51%             34.84%            25.14%           36.76%            51.19%
     Tax equivalent adjustment                    $ 2,105            $ 2,063           $ 1,927          $ 2,084           $ 2,154
     Unrealized gain (loss) on available
       for sale securities                      $(261,856)        $ (330,973)       $ (158,652)       $ (91,226)        $ (28,375)
</TABLE>

 QUARTERLY EARNINGS TRENDS - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands, except ratio and per share data)
<TABLE>
                                                                                  Quarter Ended
                                              -------------------------------------------------------------------------------------
                                                March 31,         December 31,      September 30,     June 30,         March 31,
                                                  2009              2008              2008             2008              2008
                                              -------------     --------------    --------------   --------------    --------------
<S>                                              <C>                <C>               <C>              <C>               <C>
 Interest revenue                                $ 233,227          $ 262,160         $ 263,358        $ 260,086         $ 276,041
 Interest expense                                   63,382             85,713            99,010          101,147           128,913
                                              -------------     --------------    --------------   --------------    --------------
 Net interest revenue                              169,845            176,447           164,348          158,939           147,128
 Provision for credit losses                        45,040             73,001            52,711           59,310            17,571
                                              -------------     --------------    --------------   --------------    --------------
 Net interest revenue after
   provision for credit losses                     124,805            103,446           111,637           99,629           129,557

 Other operating revenue
   Brokerage and trading revenue                    24,699             23,507            30,846          (35,462)           23,913
   Transaction card revenue                         25,428             25,177            25,632           25,786            23,558
   Trust fees and commissions                       16,510             17,143            20,100           20,940            20,796
   Deposit service charges and fees                 27,405             29,239            30,404           30,199            27,686
   Mortgage banking revenue                         18,498              7,217             7,145            8,203             8,034
   Bank-owned life insurance                         2,317              2,682             2,829            2,658             2,512
   Margin asset fees                                    67                187             1,934            4,460             1,967
   Other revenue                                     6,583              5,778             7,768            6,965             5,391
                                              -------------     --------------    --------------   --------------    --------------
  Total fees and commissions                       121,507            110,930           126,658           63,749           113,857
   Gain (loss) on other assets                         143             (7,420)             (841)          (1,149)                4
   Gain (loss) on derivatives, net                  (1,664)            (2,219)            4,366           (2,961)            2,113
   Gain (loss) on securities, net                   20,108             20,156             2,103           (5,242)            9,926
   Total other-than-temporary impairment lo        (54,368)                 -                 -                -            (5,306)
   Portion of loss recognized in other
     comprehensive income                          (39,366)                 -                 -                -                 -
                                              -------------     --------------    --------------   --------------    --------------
   Net impairment losses recognized in earnings    (15,002)                 -                 -                -            (5,306)
                                              -------------     --------------    --------------   --------------    --------------
   Total other operating revenue                   125,092            121,447           132,286           54,397           120,594

 Other operating expense
   Personnel                                        92,627             87,695            87,549           89,597            88,106
   Business promotion                                4,428              7,283             5,837            5,777             4,639
   Professional fees and services                    6,512              7,923             6,501            6,973             5,648
   Net occupancy and equipment                      16,258             14,901            15,570           15,100            15,061
   Insurance                                         5,638              3,216             2,436            2,626             3,710
   Data processing and communications               19,306             19,720            19,911           19,523            18,893
   Printing, postage and supplies                    4,571              3,823             4,035            4,156             4,419
   Net (gains) losses and operating expense
     of repossessed assets                           1,806              1,006              (136)            (229)              378
   Amortization of intangible assets                 1,686              1,967             1,884            1,885             1,925
   Mortgage banking costs                            7,467              4,967             5,811            6,054             5,681
   Change in fair value of mortgage servicing rights(1,955)            26,432             5,554              767             1,762
   Visa retrospective responsibility obligation          -             (1,700)            1,700                -            (2,767)
   Other expense                                     7,450              8,209             7,638            7,039             5,949
                                              -------------     --------------    --------------   --------------    --------------
 Total other operating expense                     165,794            185,442           164,290          159,268           153,404

 Net income before taxes                            84,103             39,451            79,633           (5,242)           96,747
 Federal and state income taxes                     28,838             10,363            22,958           (2,862)           34,450
                                              -------------     --------------    --------------   --------------    --------------

 Net income before non-controlling interest         55,265             29,088            56,675           (2,380)           62,297
 Non-controlling interest income (expense), net       (233)             6,355                10            1,219               (32)
                                              -------------     --------------    --------------   --------------    --------------

 Net income attributable to BOK Financial
    Corporation                                   $ 55,032           $ 35,443          $ 56,685         $ (1,161)         $ 62,265
                                              =============     ==============    ==============   ==============    ==============

 Average shares outstanding:
    Basic                                        67,315,986         67,294,069        67,263,317       67,452,181        67,202,128
    Diluted                                      67,387,102         67,456,267        67,432,444       67,452,181        67,504,288

 Net income (loss) per share:
   Basic                                             $ 0.81          $ 0.53            $ 0.84             $ (0.02)            $0.92
   Diluted                                           $ 0.81          $ 0.52            $ 0.84             $ (0.02)            $0.92
</TABLE>

 LOANS BY PRINCIPAL MARKET AREA - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands)
<TABLE>
                                                                                 Quarter Ended
                                              -------------------------------------------------------------------------------------
                                                March 31,         December 31,      September 30,     June 30,         March 31,
                                                  2009              2008              2008             2008              2008
                                              -------------     --------------    --------------   --------------    --------------
Oklahoma:
<S>                                            <C>                <C>               <C>              <C>               <C>
    Commercial                                 $ 3,119,362        $ 3,356,520       $ 3,368,823      $ 3,228,179       $ 3,248,424
    Commercial real estate                         881,620            843,576           827,357          875,546           940,686
    Residential mortgage                         1,234,417          1,196,924         1,134,066        1,099,277         1,080,882
    Consumer                                       562,021            579,809           580,211          601,184           586,695
                                              -------------     --------------    --------------   --------------    --------------
        Total Oklahoma                           5,797,420          5,976,829         5,910,457        5,804,186         5,856,687

Texas:
    Commercial                                   2,277,186          2,353,860         2,205,169        2,166,925         2,124,192
    Commercial real estate                         816,830            825,769           853,653          889,364           838,781
    Residential mortgage                           337,044            315,438           307,655          299,996           262,305
    Consumer                                       214,134            212,820           214,133          204,081           168,949
                                              -------------     --------------    --------------   --------------    --------------
        Total Texas                              3,645,194          3,707,887         3,580,610        3,560,366         3,394,227

New Mexico:
    Commercial                                     393,180            418,732           442,644          451,225           472,543
    Commercial real estate                         315,511            286,574           281,061          271,177           258,731
    Residential mortgage                            99,805             98,018            95,165           89,469            85,834
    Consumer                                        19,900             18,616            18,296           16,977            14,977
                                              -------------     --------------    --------------   --------------    --------------
        Total New Mexico                           828,396            821,940           837,166          828,848           832,085

Arkansas:
    Commercial                                      99,955            103,446           104,630           96,775           100,489
    Commercial real estate                         133,227            134,015           127,925          124,049           130,956
    Residential mortgage                            17,145             16,875            16,941           19,527            16,621
    Consumer                                       168,971            175,647           183,543          197,979           180,551
                                              -------------     --------------    --------------   --------------    --------------
        Total Arkansas                             419,298            429,983           433,039          438,330           428,617

Colorado:
    Commercial                                     675,223            660,546           598,519          489,844           486,525
    Commercial real estate                         267,035            261,820           266,739          276,062           261,099
    Residential mortgage                            59,120             53,875            49,676           38,517            31,011
    Consumer                                        14,599             16,141            18,328           16,367            17,552
                                              -------------     --------------    --------------   --------------    --------------
        Total Colorado                           1,015,977            992,382           933,262          820,790           796,187

Arizona:
    Commercial                                     211,953            211,356           213,861          207,173           174,360
    Commercial real estate                         285,841            319,525           326,615          351,058           361,567
    Residential mortgage                            61,605             62,123            58,800           53,321            50,719
    Consumer                                         5,261              6,075             5,551            5,315             6,815
                                              -------------     --------------    --------------   --------------    --------------
        Total Arizona                              564,660            599,079           604,827          616,867           593,461

Kansas:
    Commercial                                     324,671            307,143           340,156          398,452           350,325
    Commercial real estate                          32,017             29,969            30,642           40,241            40,104
    Residential mortgage                            10,814              9,321             7,650            7,490             2,397
    Consumer                                         1,469              1,473             2,161            2,468             1,665
                                              -------------     --------------    --------------   --------------    --------------
        Total Kansas                               368,971            347,906           380,609          448,651           394,491

                                              -------------     --------------    --------------   --------------    --------------
TOTAL BOK FINANCIAL                            $ 12,639,916      $ 12,876,006      $ 12,679,9706    $ 12,518,038      $ 12,295,755
                                              =============     ==============    ==============   ==============    ==============
</TABLE>

 DEPOSITS BY PRINCIPAL MARKET AREA - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands)
<TABLE>
                                                                                 Quarter Ended
                                             -------------------------------------------------------------------------------------
                                               March 31,         December 31,      September 30,     June 30,         March 31,
                                                 2009              2008              2008             2008              2008
                                             -------------     --------------    --------------   --------------    --------------
Oklahoma:
<S>                                           <C>                <C>               <C>              <C>               <C>
    Demand                                    $ 1,651,111        $ 1,683,374       $ 1,681,325      $ 1,455,997       $ 1,464,258
    Interest-bearing:
       Transaction                              4,089,838          4,117,729         4,151,430        3,997,136         3,659,002
       Savings                                     95,827             86,476            86,900           90,100            88,141
       Time                                     2,876,313          3,104,933         3,036,297        2,672,401         2,230,110
                                             -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                      7,061,978          7,309,138         7,274,627        6,759,637         5,977,253
                                             -------------     --------------    --------------   --------------    --------------
Total Oklahoma                                  8,713,089          8,992,512         8,955,952        8,215,634         7,441,511
                                             -------------     --------------    --------------   --------------    --------------

Texas:
    Demand                                      1,021,424          1,067,456           956,846        1,046,651           940,141
    Interest-bearing:
       Transaction                              1,527,399          1,460,576         1,543,974        1,713,131         1,708,424
       Savings                                     33,867             32,071            32,400           33,207            32,191
       Time                                     1,054,632            857,416           794,911          723,146           759,892
                                             -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                      2,615,898          2,350,063         2,371,285        2,469,484         2,500,507
                                             -------------     --------------    --------------   --------------    --------------
Total Texas                                     3,637,322          3,417,519         3,328,131        3,516,135         3,440,648
                                             -------------     --------------    --------------   --------------    --------------

New Mexico:
    Demand                                        180,308            155,345           176,477          168,621           169,449
    Interest-bearing:
       Transaction                                401,000            397,382           376,941          417,607           425,976
       Savings                                     17,858             16,289            16,316           16,432            16,141
       Time                                       561,300            522,894           475,560          445,505           455,861
                                             -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                        980,158            936,565           868,817          879,544           897,978
                                             -------------     --------------    --------------   --------------    --------------
Total New Mexico                                1,160,466          1,091,910         1,045,294        1,048,165         1,067,427
                                             -------------     --------------    --------------   --------------    --------------

Arkansas:
    Demand                                         16,503             16,293            23,565           21,142            20,493
    Interest-bearing:
       Transaction                                 63,924             38,566            19,146           24,524            22,091
       Savings                                      1,100              1,083               865              895               945
       Time                                       150,015             75,579            47,684           39,305            39,803
                                             -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                        215,039            115,228            67,695           64,724            62,839
                                             -------------     --------------    --------------   --------------    --------------
Total Arkansas                                    231,542            131,521            91,260           85,866            83,332
                                             -------------     --------------    --------------   --------------    --------------

Colorado:
    Demand                                        111,048            116,637           115,677          109,697            99,584
    Interest-bearing:
       Transaction                                466,276            480,113           440,888          507,260           529,771
       Savings                                     18,905             17,660            19,300           20,245            22,233
       Time                                       584,971            532,475           428,872          423,014           455,262
                                             -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                      1,070,152          1,030,248           889,060          950,519         1,007,266
                                             -------------     --------------    --------------   --------------    --------------
Total Colorado                                  1,181,200          1,146,885         1,004,737        1,060,216         1,106,850
                                             -------------     --------------    --------------   --------------    --------------

Arizona:
    Demand                                         54,362             39,424            45,725           49,895            46,508
    Interest-bearing:
       Transaction                                 66,809             56,985            64,463           73,034            84,648
       Savings                                        970              1,014             1,033            1,233               878
       Time                                        54,923             34,290            14,433            6,364             8,395
                                             -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                        122,702             92,289            79,929           80,631            93,921
                                             -------------     --------------    --------------   --------------    --------------
Total Arizona                                     177,064            131,713           125,654          130,526           140,429
                                             -------------     --------------    --------------   --------------    --------------

Kansas / Missouri:
    Demand                                         16,140              3,850             5,548            7,157             6,580
    Interest-bearing:
       Transaction                                 11,976             10,999             9,780           10,342             8,754
       Savings                                        117                 42                33               26                92
       Time                                       141,505             55,656            19,794           51,649            33,837
                                             -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                        153,598             66,697            29,607           62,017            42,683
                                             -------------     --------------    --------------   --------------    --------------
Total Kansas / Missouri                           169,738             70,547            35,155           69,174            49,263
                                             -------------     --------------    --------------   --------------    --------------

TOTAL BOK FINANCIAL                           $ 15,270,421      $ 14,982,607      $ 14,586,1837    $ 14,125,716      $ 13,329,460
                                             =============     ==============    ==============   ==============    ==============
</TABLE>

 NET INTEREST MARGIN TREND - UNAUDITED
 BOK FINANCIAL CORPORATION
<TABLE>
                                                                                  Quarter Ended
                                                  ---------------------------------------------------------------------------------
                                                    March 31,         December 31,      September 30,     June 30,        March 31,
                                                      2009              2008              2008             2008              2008
                                                  -------------     --------------    --------------   --------------    ----------
TAX-EQUIVALENT ASSETS YIELDS
<S>                                                  <C>                <C>               <C>              <C>               <C>
Trading securities                                   3.69%              6.55%             5.61%            6.88%             7.69%
Funds sold and resell agreements                     0.24%              0.76%             1.44%            1.97%             4.18%
Securities:
    Taxable                                          4.90%              5.12%             5.09%            5.08%             5.11%
    Tax-exempt                                       6.64%              6.43%             6.64%            6.46%             6.38%
                                                  -------------     --------------    --------------   --------------    ----------
Total securities                                     4.96%              5.17%             5.15%            5.14%             5.17%
Total loans                                          4.56%              5.27%             5.69%            5.79%             6.59%
Less Allowance for loan losses                          -                   -              -                  -              -
                                                  -------------     --------------    --------------   --------------    ----------
Total loans, net                                     4.65%              5.35%             5.77%            5.86%             6.66%
                                                  -------------     --------------    --------------   --------------    ----------
Total tax-equivalent yield on earning assets         4.75%              5.28%             5.55%            5.61%             6.17%
COST OF INTEREST-BEARING LIABILITIES
Interest-bearing deposits:
  Interest-bearing transaction                       0.95%              1.51%             1.72%            1.74%             2.71%
  Savings                                            0.28%              0.37%             0.37%            0.37%             0.61%
  Time                                               2.83%              3.28%             3.39%            3.77%             4.35%
                                                  -------------     --------------    --------------   --------------    ----------
Total interest-bearing deposits                      1.76%              2.29%             2.39%            2.50%             3.33%
Funds purchased and repurchase agreements            0.45%              0.94%             1.98%            1.95%             3.11%
Other borrowings                                     0.58%              1.51%             2.56%            2.49%             3.51%
Subordinated debt                                    5.67%              5.48%             5.55%            5.88%             5.45%
                                                  -------------     --------------    --------------   --------------    ----------
Total cost of interest-bearing liabilities           1.50%              2.02%             2.41%            2.47%             3.36%
                                                  -------------     --------------    --------------   --------------    ----------
Tax-equivalent net interest revenue spread           3.25%              3.26%             3.14%            3.14%             2.81%
Effect of noninterest-bearing funding sources and
  other                                              0.22%              0.31%             0.34%            0.30%             0.50%
                                                  -------------     --------------    --------------   --------------    ----------
Tax-equivalent net interest margin                   3.47%              3.57%             3.48%            3.44%             3.31%
                                                  =============     ==============    ==============   ==============    ==========
</TABLE>

 CREDIT QUALITY INDICATORS
 BOK FINANCIAL CORPORATION
 (In thousands, except ratios)
<TABLE>
                                                                                    Quarter Ended
                                                  ----------------------------------------------------------------------------------
                                                    March 31,         December 31,      September 30,     June 30,      March 31,
                                                      2009              2008              2008             2008           2008
                                                  -------------     --------------    --------------   -------------- --------------
 Nonperforming assets:
   Nonaccruing loans (B):
<S>                                                  <C>                <C>               <C>               <C>            <C>
       Commercial                                    $ 128,501          $ 134,846         $ 105,757         $ 69,679       $ 41,966
       Commercial real estate                          175,487            137,279            78,235           60,456         40,399
       Residential mortgage                             34,182             27,387            27,075           17,861         15,960
       Consumer                                          1,065                561               758              611            812
                                                  -------------     --------------    --------------   -------------- --------------
   Total nonaccruing loans                           $ 339,235          $ 300,073         $ 211,825        $ 148,607       $ 99,137
   Renegotiated loans (A)                               13,623             13,039            12,326           11,840         11,850
   Real estate and other repossessed assets             61,383             29,179            28,088           21,025         15,112
                                                  -------------     --------------    --------------   -------------- --------------
       Total nonperforming assets                    $ 414,241          $ 342,291         $ 252,239        $ 181,472      $ 126,099
                                                  =============     ==============    ==============   ============== ==============

 Nonaccruing loans by principal market (B):
    Oklahoma                                         $ 105,536          $ 108,367          $ 87,885         $ 57,155       $ 52,211
    Texas                                               55,225             42,934            29,141           20,860          8,157
    New Mexico                                          18,046             16,016            12,293            9,838          7,497
    Arkansas                                             4,078              3,263             3,386            2,924          2,866
    Colorado                                            38,567             32,415            20,980           23,812          8,101
    Arizona                                            111,772             80,994            54,832           33,482         18,811
    Kansas                                               6,011             16,084             3,308              536          1,494
                                                  -------------     --------------    --------------   -------------- --------------
       Total nonaccruing loans                       $ 339,235          $ 300,073         $ 211,825        $ 148,607       $ 99,137
                                                  =============     ==============    ==============   ============== ==============
 Nonaccruing loans by loan portfolio sector (B):
 Commercial:
    Energy                                            $ 49,618           $ 49,364          $ 49,839         $ 12,342          $ 475
    Manufacturing                                       18,248              7,343             6,479            6,731          9,274
    Wholesale / retail                                   8,650             18,773             7,806            3,735          3,868
    Agriculture                                            115                680               755              811          1,848
    Services                                            30,226             36,873            26,581           30,080         23,849
    Healthcare                                          14,288             12,118             3,300            3,791          2,079
    Other                                                7,356              9,695            10,997           12,189            573
                                                  -------------     --------------    --------------   -------------- --------------
       Total commercial                                128,501            134,846           105,757           69,679         41,966
 Commercial real estate:
    Land development and construction                   99,922             76,082            53,624           45,291         29,439
    Retail                                               9,893             15,625            13,011            7,591          5,258
    Office                                              23,305              7,637             3,022            3,304          1,985
    Multifamily                                         27,198             24,950               896              896          1,906
    Industrial                                             575              6,287               390              396              -
    Other commercial real estate                        14,594              6,698             7,292            2,978          1,811
                                                  -------------     --------------    --------------   -------------- --------------
       Total commercial real estate                    175,487            137,279            78,235           60,456         40,399
 Residential mortgage:
    Permanent mortgage                                  32,848             26,233            26,401           17,039         15,135
    Home equity                                          1,334              1,154               674              822            825
                                                  -------------     --------------    --------------   -------------- --------------
       Total residential mortgage                       34,182             27,387            27,075           17,861         15,960
 Consumer                                                1,065                561               758              611            812
                                                  -------------     --------------    --------------   -------------- --------------
       Total nonaccruing loans                       $ 339,235          $ 300,073         $ 211,825        $ 148,607       $ 99,137
                                                  =============     ==============    ==============   ============== ==============

 Performing loans 90 days past due                    $ 46,123  (C)      $ 19,123          $ 20,213         $ 10,683       $ 11,266

 Gross charge-offs                                    $ 34,535           $ 35,681          $ 33,926         $ 41,526       $ 11,078
 Recoveries                                              2,664              2,022            13,712            2,535          2,221
                                                  -------------     --------------    --------------   -------------- --------------
 Net charge-offs                                      $ 31,871           $ 33,659          $ 20,214         $ 38,991        $ 8,857
                                                  =============     ==============    ==============   ============== ==============

 Provision for credit losses                          $ 45,040           $ 73,001          $ 52,711         $ 59,310       $ 17,571

 Reserve for loan losses to period end loans             1.99%              1.81%             1.47%            1.23%          1.11%
 Combined reserves for credit losses to period end loans 2.07%              1.93%             1.65%            1.41%          1.27%
 Nonperforming assets to period end loans
     and repossessed assets                              3.26%              2.65%             1.98%            1.45%          1.02%
 Net charge-offs (annualized) to average loans           1.00%              1.05%             0.64%            1.26%          0.29%
 Reserve for loan losses to nonaccruing loans           73.99%             77.73%            88.05%          103.64%        137.77%
 Combined reserves for credit losses to
    nonaccruing loans                                   77.11%             82.78%            98.69%          118.81%        157.60%

 (A) includes residential mortgage loans
        guaranteed by agencies of the U.S.
        government.  These loans have been
        modified to extend payment terms and/or
        reduce interest rates to current market.      $ 10,514           $ 10,396           $ 9,604          $ 8,638        $ 8,386
 (B) includes loans subject to First United Bank
        sellers escrow.                               $ 11,287           $ 13,181           $13,262          $11,973        $ 8,101
 (C) includes a $23 million loan that was paid
        current after March 31, 2009.
</TABLE>
</TEXT>
</DOCUMENT>
</SUBMISSION>
