<SUBMISSION>
<ACCESSION-NUMBER>0000875357-09-000026
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>3
<PERIOD>20090630
<ITEMS>2.02
<ITEMS>9.01
<FILING-DATE>20090729
<DATE-OF-FILING-DATE-CHANGE>20090729
<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>09970858
</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>form8k063009.txt
<DESCRIPTION>FORM 8-K 063009 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):
                                  July 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 July 29, 2009, BOK Financial Corporation ("BOK Financial") issued a
press release announcing its financial results for the three and six months
ended June 30, 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 July 29, 2009, in connection with issuance of the Press Release,
BOK Financial released financial information related to the three and six months
ended June 30, 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 July 29, 2009 titled "BOK Financial
               Reports $52 Million Second Quarter Income - Net Interest  Revenue
               Growth Drives Earnings"

          99(b) Financial  Information  for the Three and Six Months  Ended June
               30, 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:  July 29, 2009
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>press063009.txt
<DESCRIPTION>(A) PRESS RELEASE
<TEXT>
                                                                Exhibit 99(a)

             BOK Financial Reports $52 Million Second Quarter Income
                   Net Interest Revenue Growth Drives Earnings

TULSA, Okla. (Wednesday July 29, 2009) - BOK Financial Corporation reported net
income of $52.1 million or $0.77 per diluted share for the second quarter of
2009. Net income totaled $55.0 million or $0.81 per diluted share for the first
quarter of 2009 and a net loss of $1.2 million or $0.02 per diluted share was
recognized in second quarter of 2008. Net income for the six months ended June
30, 2009 totaled $107.1 million or $1.58 per diluted share compared with net
income of $61.1 million or $0.90 per diluted share for the six months ended June
30, 2008. The second quarter of 2008 was impacted by $87.0 million of pre-tax
charges for loan and energy derivative credit exposure related to the bankruptcy
filing by SemGroup LP and related entities which reduced net income for the
second quarter of 2008 by approximately $57.0 million or $0.84 per diluted
share.

In the second quarter of 2009, the Company incurred an $11.8 million pre-tax
charge for a special assessment by the FDIC and recognized net pre-tax gains on
available for sale securities of $15.2 million. In the first quarter of 2009,
the Company recognized net pre-tax gains on available for sale securities of
$7.2 million.

"BOK Financial is pleased to report net interest growth and solid fee revenue
for the second quarter of 2009," said President and CEO Stan Lybarger. "The
growth from our diversified revenue sources continues to enhance our strong
capital and liquidity position. However, declining loan demand may challenge
future net interest revenue and mortgage banking revenue until the economy
begins to recover."

Highlights of the second quarter of 2009 included:

     o    Net interest revenue totaled $175.6 million,  up $5.7 million compared
          to the first  quarter of 2009.  Net interest  margin was 3.55% for the
          second  quarter of 2009,  up 8 basis points over the first  quarter of
          2009 due largely to higher loan yields and lower funding costs.

     o    Fees and  commissions  revenue  totaled  $123.1 million for the second
          quarter of 2009.  Mortgage  banking revenue  remained at relative high
          levels due to increased  loan volume driven by government  initiatives
          to lower national mortgage interest rates.

     o    Operating  expenses totaled $175.8 million,  up $10.0 million over the
          first quarter of 2009.  Increased operating expenses included an $11.8
          million FDIC special assessment.

     o    Combined  reserve for credit  losses  totaled $274 million or 2.27% of
          outstanding  loans at June 30, 2009,  up from $262 million or 2.07% of
          outstanding  loans  at March  31,  2009.  Net  loans  charged  off and
          provision  for credit  losses were $34.9  million  and $47.1  million,
          respectively, for the second quarter of 2009.

     o    Non-performing  assets  totaled $446  million or 3.67% of  outstanding
          loans and repossessed assets at June 30, 2009.  Non-performing  assets
          totaled $414  million or 3.26% of  outstanding  loans and  repossessed
          assets at March 31, 2009.

     o    Outstanding  loan balances  were $12.1 billion at June 30, 2009,  down
          $570 million since March 31, 2009. Commercial,  commercial real estate
          and consumer loans all decreased during the second quarter due largely
          to reduced customer demand.

     o    Average deposit  balances totaled $15.3 billion for the second quarter
          of 2009, up $479 million  compared with average deposits for the first
          quarter of 2009. Total period-end  deposits were $14.7 billion at June
          30, 2009,  down $615 million since March 31, 2009 due largely to lower
          brokered time deposit account balances.

     o    The  Company's  tangible  common equity ratio and tier 1 common equity
          ratio  increased  to 7.55% and 9.77%,  respectively,  at June 30, 2009
          from 6.84% and 9.58%,  respectively,  at March 31, 2009 due largely to
          lower  unrealized  losses on  securities.  The tangible  common equity
          ratio and tier 1 common equity ratio are non-GAAP  measures of capital
          strength  used by the Company  and  investors  based on  shareholders'
          equity as defined by generally  accepted  accounting  principles minus
          intangible assets and equity that does not benefit common shareholders
          such as preferred  equity and equity  provided by the U.S.  Treasury's
          TARP Capital Purchase Program. The Company chose not to participate in
          the U.S.  Treasury's  TARP Capital  Purchase  Program.  Tier 1 capital
          ratios were 9.86% at June 30, 2009 and 9.66% at March 31, 2009.

     o    The Company paid a cash  dividend of $16.2 million or $0.24 per common
          share during the second  quarter of 2009. On July 28, 2009,  the board
          of  directors  declared  a cash  dividend  of $0.24 per  common  share
          payable on or about  August 28, 2009 to  shareholders  of record as of
          August 14, 2009.

Net Interest Revenue

Net interest revenue totaled $175.6 million, up $5.7 million compared to the
first quarter of 2009 and $16.6 million or 10% over the second quarter of 2008.
Net interest margin was 3.55% for the second quarter of 2009, 3.47% for the
first quarter of 2009 and 3.44% for the second quarter of 2008. The increase in
net interest margin over the previous quarter resulted from lower funding costs,
partially offset by a decrease in the yield on earning assets. The cost of
interest-bearing liabilities decreased 19 basis points, including a 27 basis
point decrease in the cost of interest-bearing deposits and a 5 basis point
decrease in the cost of other borrowed funds. The yield on average earning
assets for the second quarter of 2009 decreased 10 basis points compared with
the previous quarter. Securities yields decreased 42 basis points and loan
yields increased 8 basis points.

In addition to changes due to net interest margin, net interest revenue
increased due to earning asset growth. Average earning assets grew $205 million
during the second quarter of 2009, primarily due to a $542 million increase in
average securities, primarily mortgage-backed securities issued by U.S.
government agencies, partially offset by a decrease of $382 million in average
outstanding loans.

Average deposits increased $479 million compared with the first quarter of 2009,
including a $243 million increase in average interest-bearing transaction
accounts, a $319 million increase in average demand deposits, and a $91 million
decrease in average time deposits. Average funds purchased, repurchase
agreements and other borrowed funds decreased $452 million from the first
quarter of 2009.

Fees and Commissions Revenue

Fees and commissions revenue totaled $123.1 million for the second quarter of
2009, $121.5 million for the first quarter of 2009 and $63.7 million for the
second quarter of 2008. Fees and commissions revenue for the second quarter of
2008 included a $60.7 million charge to adjust SemGroup LP derivative contracts
to fair value. The $1.6 million increase in fees and commissions revenue from
the previous quarter was primarily due to increases in transaction card revenue,
mortgage banking revenue and deposit service charges partially offset by
decreased brokerage and trading revenue. Mortgage banking revenue totaled $19.9
million for the second quarter of 2009 and $18.5 million for the first quarter
of 2009, well above historic norms. Mortgage loan originations totaled $1.0
billion for the second quarter of 2009, up $315 million over the previous
quarter due to government initiatives to lower national mortgage interest rates.
Mortgage loan originations totaled $289 million in the second quarter of 2008.

Operating Expenses

Operating expenses totaled $175.8 million for the second quarter of 2009, up
$10.0 million from the preceding quarter. Changes in the fair value of mortgage
servicing rights reduced operating expenses by $7.9 million in the second
quarter of 2009 and $2.0 million in the first quarter of 2009. The increase in
the fair value of mortgage servicing rights resulted from the effect of changes
in interest rates on anticipated prepayment speeds, potential earnings on escrow
funds and discount rates. Excluding mortgage servicing rights, operating expense
increased $15.9 million primarily due to an $11.8 million FDIC insurance special
assessment in the second quarter of 2009 and increased personnel expenses of
$3.6 million. Operating expenses totaled $159.3 million for the second quarter
of 2008.

Credit Quality

Non-performing assets continued to increase during the second quarter of 2009.
"We are pleased to acknowledge that the non-performing asset growth rate has
decreased over the past three quarters", Lybarger said. "We continue to
aggressively address credit quality through evaluation and improvement of our
loan portfolio and proactively manage non-performing assets in a manner that
maximizes their value."

Non-performing assets totaled $446 million or 3.67% of outstanding loans and
repossessed assets at June 30, 2009 which consisted of non-accruing loans of
$353 million, renegotiated loans of $17 million (including $11 million of
residential mortgage loans guaranteed by U.S. government agencies) and $75
million of real estate and other repossessed assets. Non-accruing energy loans
included $47 million that represents approximately one-third of the
pre-bankruptcy amount due from SemGroup LP. Subsequent to June 30, the Company
sold $25 million of the face amount of its SemGroup bankruptcy claims which will
reduce non-accruing loans by $13.2 million.

Non-accruing loans totaled $353 million or 2.92% of outstanding loans at June
30, 2009, compared with $339 million or 2.68% of outstanding loans at March 31,
2009 and $149 million or 1.19% of outstanding loans at June 30, 2008.
Approximately $207 million of non-accruing loans have been charged-down to
reported values of $99 million, amounts management expects to recover. During
the second quarter of 2009, $72 million of new non-accruing loans were
identified, offset by $27 million in charge offs, $20 million in foreclosures
and $9 million in payments.

Approximately $106 million or 20% of loans in the Arizona market were
non-accruing at June 30, 2009, down from $112 million at March 31, 2009.
Non-accruing loans in Oklahoma and Texas, the Company's largest markets, totaled
$108 million or 1.96% of outstanding loans and $52 million or 1.49% of
outstanding loans in the respective markets, at June 30, 2009. Non-accruing
loans in New Mexico and Colorado markets totaled $30 million and $46 million,
respectively, up approximately $12 million and $7 million, respectively. Less
than 5% of outstanding loans in these respective markets at June 30, 2009 were
non-accruing.

Non-accruing commercial loans totaled $127 million or 1.88% of total commercial
loans at June 30, 2009. Non-accruing commercial loans have decreased $2.0
million since March 31, 2009.

Non-accruing commercial real estate loans totaled $190 million or 7.26% of
outstanding commercial real estate loans at June 30, 2009. Total non-accruing
commercial real estate loans increased $14 million since March 31, 2009,
primarily due to a $7 million increase in loans secured by retail facilities in
the Arizona market and a $4 million increase in loans secured by commercial
office buildings. Non-accruing commercial real estate loans attributed to
various markets included $100 million or 38% of total commercial real estate
loans in Arizona, $32 million or 12% of commercial real estate loans in
Colorado, $28 million or 3% of commercial real estate loans in Oklahoma and $18
million or 6% of commercial real estate loans in New Mexico.

Non-accruing residential mortgage loans totaled $36 million or 1.96% of
outstanding residential mortgage loans at June 30, 2009, a $1.7 million increase
over March 31, 2009. The distribution of non-accruing residential mortgage loans
among various markets included $12 million or 3.38% of mortgage loans in Texas,
$11 million or 0.90% of mortgage loans in Oklahoma and $5 million or 8.99% of
mortgage loans in Arizona. Mortgage loans past due 30 to 90 days were $27
million at June 30, 2009 compared to $28 million at March 31, 2009.

The combined reserve for credit losses totaled $274 million or 2.27% of
outstanding loans and 78% of non-accruing loans at June 30, 2009. The allowance
for loan losses was $263 million and the reserve for off-balance sheet credit
losses was $11 million. During the second quarter of 2009, the Company
recognized a $47.1 million provision for credit losses. Net losses charged
against the allowance for loan losses totaled $34.9 million or 1.13% annualized
of average outstanding loans.

Real estate and other repossessed assets totaled $75 million at June 30, 2009,
up $14 million from March 31, 2009. Real estate and other repossessed assets
increased by $20 million in additions offset by $6 million in sales. Real estate
and other repossessed assets included $43 million of 1-4 family residential
properties and residential land development properties, $17 million of developed
commercial real estate properties, $7 million of equipment, $5 million of
undeveloped land and $2 million of automobiles. The distribution of real estate
owned and other repossessed assets among various markets included $25 million in
Arizona, $17 million in Texas, $8 million in New Mexico, $7 million in Kansas
City, $6 million in Arkansas, $6 million in Oklahoma, and $5 million in
Colorado.

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 $346 million at June 30, 2009. These loans are primarily to
borrowers in the Company's primary market areas, including $243 million in
Oklahoma, $39 million in Arkansas, $19 million in New Mexico, $17 million in
Texas and $14 million in Kansas City. At June 30, 2009, approximately 4.30% of
these loans are non-performing and 6% were past due 30 to 90 days. A separate
reserve for credit risk of $10.8 million is available for losses on these loans.

Securities and Derivatives

The Company's portfolio of available for sale securities totaled $7.2 billion at
June 30, 2009, up $233 million since March 31, 2009. The increase in the
securities portfolio included $100 million of net securities purchased and a
$133 million increase in the net fair value. The available for sale portfolio
consisted primarily of mortgage-backed securities, including $5.8 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
securities totaled $128 million at June 30, 2009, a $133 million improvement
from March 31, 2009. Net unrealized gains on mortgage-backed securities issued
by U.S. government agencies increased by $20 million and net unrealized losses
on privately-issued mortgage backed securities decreased by $106 million.

Approximately $506 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 $148 million at June 30, 2009. Aggregate unrealized losses on
these same securities were $191 million at March 31, 2009. The Company
recognized a $279 thousand other-than-temporary impairment charge against
earnings in the second quarter related to certain mortgage-backed securities due
to further declines in the projected cash flows. Other-than-temporary impairment
of $7.0 million was recognized in earnings in the first quarter of 2009 from
these same securities.

Net unrealized losses on perpetual preferred stocks issued by other financial
institutions totaled $2.9 million at June 30, 2009 and $8.3 million at March 31,
2009. No other-than-temporary impairment charge was recognized on these
securities during the second quarter of 2009.

Net gains on securities totaled $6.5 million for the second quarter of 2009,
compared with a net gain of $20.1 million for the first quarter of 2009 and a
net loss of $5.2 million for the second quarter of 2008.

                                                   Three Months Ended
                                       ------------- -------------- -----------
                                         June 30,      March 31,    June 30,
                                           2009          2009          2008

Gain on available for sale securities     $ 16,670     $ 22,226        $  276
Loss on mortgage hedge securities          (10,199)      (2,118)       (5,518)
-------------------------------------- ------------- -------------- -----------
Net gain (loss) on securities              $ 6,471     $ 20,108       $(5,242)
-------------------------------------- ------------- -------------- -----------

Gain (loss) on change in fair value of
   mortgage servicing rights                $7,865       $1,955        $ (767)
-------------------------------------- ------------- -------------- -----------

The Company recognized $16.7 million of gains on the sale of $1.2 billion of
available for sale securities in the second quarter of 2009. These securities
were purchased at deep discounts near the beginning of the recent market
disruption. Securities sold were low coupon U.S. government agency issued
mortgage-backed securities. These were replaced with higher coupon securities
that will have superior future yields. The Company intends to sell an additional
$91 million of similar securities after June 30. The current fair value of these
securities was below their amortized cost and the Company recognized $1.3
million in other-than-temporary impairment charges on these securities during
the second quarter.

BOK Financial also maintains a portfolio of mortgage-backed securities issued by
U.S. government agencies as an economic hedge against changes in the fair value
of mortgage servicing rights. The fair value of mortgage servicing rights
increased $7.9 million and the fair value of mortgage hedge securities decreased
$10.2 million during the second quarter of 2009.

The Company has a portfolio of derivative contracts held for customer risk
management programs and internal interest rate risk management programs. At June
30, 2009, the fair value of all asset contracts totaled $463 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 June 30, 2009
was $164 million. This amount was offset by $140 million in letters of credit
issued by independent financial institutions.

Balance Sheet Management

Outstanding loans at June 30, 2009 were $12.1 billion, down $570 million from
March 31, 2009. Loan balances were lower across most sectors of the loan
portfolio and markets due to reduced customer demand in response to current
economic conditions, normal repayment trends and management decisions to
mitigate credit risk by exiting certain loan type and relationships. Commercial
loans decreased $386 million from March 31, 2009, primarily due to a decrease of
$126 million in energy sector loans and $106 million in wholesale/retail sector
loans. Commercial real estate loans decreased $120 million compared to the prior
quarter, primarily due to a $61 million decrease in construction and land
development, a $38 million decrease in multifamily and a $21 million decrease in
industrial sectors of the real estate loan portfolio. Residential mortgage loans
increased $14 million from the prior quarter primarily due to increased
originations driven by lower interest rates. Consumer loans decreased $78
million compared to the prior quarter primarily due to a $68 million decrease in
indirect automobile loans related to the previously announced decision to
curtail that business during the first quarter of 2009 in favor of a
customer-focused direct approach to consumer lending.

Total deposits decreased $615 million during the second quarter and totaled
$14.7 billion at June 30, 2009. Time deposit balances were down $852 million due
largely to a $492 million decrease in brokered deposits and reductions in
certain higher-costing retail accounts. Among our lines of business, commercial
banking deposits increased $522 million during the second quarter of 2009,
offset by decreased wealth management deposits of $472 million and decreased
consumer banking deposits of $47 million.

The Company and each of its subsidiary banks exceeded the regulatory definition
of well capitalized at June 30, 2009. The Company's Tier 1 and total capital
ratios were 9.86% and 13.34%, respectively, at June 30, 2009. The Company's Tier
1 and total capital ratios were 9.66% and 13.08%, respectively, at March 31,
2009. In addition, the Company's tangible common equity ratio was 7.55% at June
30, 2009 and 6.84% at March 31, 2009. The increase in tangible common equity
ratio was primarily due to retained earnings growth and reduced net unrealized
losses on available for sale securities.

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
June 30, 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>fs063009.txt
<DESCRIPTION>(B) FINANCIAL STATEMENTS
<TEXT>
                                                               Exhibit 99 (b)

 BALANCE SHEETS
 BOK FINANCIAL CORPORATION
 (In thousands)
<TABLE>
                                                                    Period Ended
                                                  --------------------------------------------------
                                                    June 30,          March 31,          June 30,
                                                      2009              2009              2008
                                                  -------------     --------------    --------------
                                                  (Unaudited)        (Unaudited)        (Unaudited)
 ASSETS
<S>                                                  <C>                <C>               <C>
 Cash and due from banks                             $ 470,553          $ 686,976         $ 712,324
 Trading securities                                     84,548            128,179            62,532
 Funds sold and resell agreements                      112,128             27,197            52,005
 Securities:
   Available for sale                                7,224,673          6,991,803         5,926,602
   Investment                                          269,844            251,848           245,754
   Mortgage trading securities                         222,864            454,493            98,269
                                                  -------------     --------------    --------------
 Total securities                                    7,717,381          7,698,144         6,270,625
 Residential mortgage loans held for sale              326,363            245,791           119,944
 Loans:
   Commercial                                        6,715,851          7,101,530         7,038,573
   Commercial real estate                            2,611,693          2,732,081         2,827,497
   Residential mortgage                              1,833,975          1,819,950         1,607,597
   Consumer                                            908,409            986,355         1,044,371
                                                  -------------     --------------    --------------
   Total loans                                      12,069,928         12,639,916        12,518,038
 Less reserve for loan losses                         (263,309)          (251,002)         (154,018)
                                                  -------------     --------------    --------------
   Loans, net of reserve                            11,806,619         12,388,914        12,364,020
 Premises and equipment, net                           286,295            281,300           266,435
 Accrued revenue receivable                            118,718            104,205           159,066
 Intangible assets, net                                357,838            359,523           365,060
 Mortgage servicing rights, net                         67,413             50,246            72,103
 Real estate and other repossessed assets               75,243             61,383            21,025
 Bankers' acceptances                                    8,260              9,316            16,031
 Derivative contracts                                  462,971            551,316         1,380,876
 Cash surrender value of bank-owned life insurance     241,792            239,348           231,527
 Receivable on unsettled securities trades             237,200                  -            39,052
 Other assets                                          394,997            501,604           303,312
                                                  -------------     --------------    --------------
 TOTAL ASSETS                                     $ 22,768,319       $ 23,333,442      $ 22,435,937
                                                  =============     ==============    ==============

 LIABILITIES AND EQUITY
 Deposits:
   Demand                                          $ 2,825,179        $ 3,050,896       $ 2,859,160
   Interest-bearing transaction                      7,091,471          6,627,222         6,743,034
   Savings                                             166,806            168,644           162,138
   Time                                              4,571,933          5,423,659         4,361,384
                                                  -------------     --------------    --------------
 Total deposits                                     14,655,389         15,270,421        14,125,716
 Funds purchased and
   repurchase agreements                             2,798,274          2,217,081         3,101,425
 Other borrowings                                    2,152,177          2,276,430         2,153,853
 Subordinated debentures                               398,465            398,443           398,340
 Accrued interest, taxes, and expense                  119,003            146,111            81,507
 Bankers' acceptances                                    8,260              9,316            16,031
 Due on unsettled securities trades                          -            311,133                 -
 Derivative contracts                                  445,463            640,275           456,379
 Other liabilities                                     125,126            118,181           140,758
                                                  -------------     --------------    --------------
 TOTAL LIABILITIES                                  20,702,157         21,387,391        20,474,009
 Shareholders' equity:
   Capital, surplus and retained earnings            2,149,020          2,111,823         2,006,754
   Accumulated other comprehensive loss                (98,448)          (180,523)          (64,378)
                                                  -------------     --------------    --------------
 TOTAL SHAREHOLDERS' EQUITY                          2,050,572          1,931,300         1,942,376
   Non-controlling interest                             15,590             14,751            19,552
                                                  -------------     --------------    --------------
 TOTAL EQUITY                                        2,066,162          1,946,051         1,961,928
                                                  -------------     --------------    --------------
 TOTAL LIABILITIES AND EQUITY                     $ 22,768,319       $ 23,333,442      $ 22,435,937
                                                  =============     ==============    ==============
</TABLE>

<PAGE>

 AVERAGE BALANCE SHEETS - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands)
<TABLE>
                                                                                Quarter Ended
                                              -------------------------------------------------------------------------------------
                                                June 30,          March 31,        December 31,     September 30,       June 30,
                                                  2009              2009              2008             2008              2008
                                              -------------     --------------    --------------   --------------    --------------

ASSETS
<S>                                              <C>                <C>                <C>              <C>               <C>
Trading securities                               $ 112,960          $ 111,962          $ 78,840         $ 66,419          $ 74,058
Funds sold and resell agreements                    29,277             50,701            48,246           79,862            72,444
Securities:
  Available for sale                             7,242,931          6,645,086         6,409,906        5,945,220         5,880,844
  Investment                                       271,068            238,562           242,503          239,655           249,723
  Mortgage trading securities                      365,434            453,304           237,319          126,837           155,612
                                              -------------     --------------    --------------   --------------    --------------
Total securities                                 7,879,433          7,336,952         6,889,728        6,311,712         6,286,179
Residential mortgage loans held for sale           286,077            201,135           121,184          116,533           105,925
Loans:
  Commercial                                     6,901,057          7,182,481         7,452,799        7,228,814         6,976,292
  Commercial real estate                         2,684,020          2,762,789         2,716,465        2,696,503         2,802,292
  Residential mortgage                           1,884,023          1,841,006         1,641,023        1,655,710         1,606,518
  Consumer                                         933,950            998,489         1,016,409        1,015,796         1,035,985
                                              -------------     --------------    --------------   --------------    --------------
Total loans                                     12,403,050         12,784,765        12,826,696       12,596,823        12,421,087
Less allowance for loan losses                    (273,335)          (252,734)         (209,319)        (182,844)         (145,524)
                                              -------------     --------------    --------------   --------------    --------------
Total loans, net                                12,129,715         12,532,031        12,617,377       12,413,979        12,275,563
                                              -------------     --------------    --------------   --------------    --------------
Total earning assets                            20,437,462         20,232,781        19,755,374       18,988,504        18,814,168
Cash and due from banks                            638,791            661,433           534,039          499,992           524,922
Cash surrender value of bank-owned life insurance  240,199            237,805           235,195          232,465           229,731
Derivative contracts                               493,448            476,091           352,083          900,777           896,569
Other assets                                     1,264,131          1,335,259         1,394,960        1,199,425         1,142,910
                                              -------------     --------------    --------------   --------------    --------------
TOTAL ASSETS                                  $ 23,074,031       $ 22,943,369      $ 22,271,651     $ 21,821,163      $ 21,608,300
                                              =============     ==============    ==============   ==============    ==============

LIABILITIES AND EQUITY
Deposits:
  Demand                                       $ 3,183,338        $ 2,864,751       $ 2,712,384      $ 2,739,209       $ 2,634,038
  Interest-bearing transaction                   6,854,003          6,610,805         6,116,465        6,565,935         6,420,291
  Savings                                          167,813            159,537           155,784          159,856           159,798
  Time                                           5,123,947          5,215,091         5,109,303        4,792,366         4,076,167
                                              -------------     --------------    --------------   --------------    --------------
Total deposits                                  15,329,101         14,850,184        14,093,936       14,257,366        13,290,294
Funds purchased and
  repurchase agreements                          2,316,990          2,562,066         3,095,054        3,061,186         3,126,110
Other borrowings                                 1,951,699          2,158,963         1,986,857        1,390,233         2,267,076
Subordinated debentures                            398,456            398,425           398,392          398,361           398,336
Derivative contracts                               536,232            641,974           494,778          509,057           239,211
Other liabilities                                  534,889            416,242           293,752          258,775           282,656
                                              -------------     --------------    --------------   --------------    --------------
TOTAL LIABILITIES                               21,067,367         21,027,854        20,362,769       19,874,978        19,603,683
Total equity                                     2,006,664          1,915,515         1,908,882        1,946,185         2,004,617
                                              -------------     --------------    --------------   --------------    --------------
TOTAL LIABILITIES AND EQUITY                  $ 23,074,031       $ 22,943,369      $ 22,271,651     $ 21,821,163      $ 21,608,300
                                              =============     ==============    ==============   ==============    ==============
</TABLE>

<PAGE>

 STATEMENTS OF EARNINGS - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands, except per share data)
<TABLE>
                                                           Quarter Ended                     Six Months Ended
                                                  --------------------------------    -------------------------------
                                                              June 30,                           June 30,
                                                  --------------------------------    -------------------------------
                                                      2009              2008              2009             2008
                                                  -------------     --------------    --------------   --------------
<S>                                                  <C>                <C>               <C>              <C>
 Interest revenue                                    $ 230,685          $ 260,086         $ 463,912        $ 536,127
 Interest expense                                       55,105            101,147           118,487          230,060
                                                  -------------     --------------    --------------   --------------
 Net interest revenue                                  175,580            158,939           345,425          306,067
 Provision for credit losses                            47,120             59,310            92,160           76,881
                                                  -------------     --------------    --------------   --------------
 Net interest revenue after
   provision for credit losses                         128,460             99,629           253,265          229,186

 Other operating revenue
   Brokerage and trading revenue                        21,794            (35,462)           46,493          (11,549)
   Transaction card revenue                             27,533             25,786            52,961           49,344
   Trust fees and commissions                           16,860             20,940            33,370           41,736
   Deposit service charges and fees                     28,421             30,199            55,826           57,885
   Mortgage banking revenue                             19,882              8,203            38,380           16,237
   Bank-owned life insurance                             2,418              2,658             4,735            5,170
   Margin asset fees                                        68              4,460               135            6,427
   Other revenue                                         6,124              6,965            12,707           12,356
                                                  -------------     --------------    --------------   --------------
  Total fees and commissions                           123,100             63,749           244,607          177,606
   Gain (loss) on other assets                             973             (1,149)            1,116           (1,145)
   Gain (loss) on derivatives, net                      (1,037)            (2,961)           (2,701)            (848)
   Gain (loss) on securities, net                        6,471             (5,242)           26,579            4,684
   Total other-than-temporary impairment losses         (1,263)                 -           (55,631)          (5,306)
   Portion of loss recognized in other comprehensive income279                  -           (39,087)               -
                                                  -------------     --------------    --------------   --------------
   Net impairment losses recognized in earnings         (1,542)                 -           (16,544)          (5,306)
                                                  -------------     --------------    --------------   --------------
   Total other operating revenue                       127,965             54,397           253,057          174,991

 Other operating expense
   Personnel                                            96,191             89,597           188,818          177,703
   Business promotion                                    4,569              5,777             8,997           10,416
   Professional fees and services                        7,363              6,973            13,875           12,621
   Net occupancy and equipment                          15,973             15,100            32,231           30,161
   Insurance                                             5,898              2,626            11,536            6,336
   FDIC special assessment                              11,773                  -            11,773                -
   Data processing and communications                   20,452             19,523            39,758           38,416
   Printing, postage and supplies                        4,072              4,156             8,643            8,575
   Net (gains) losses and operating expenses
     of repossessed assets                                 996               (229)            2,802              149
   Amortization of intangible assets                     1,686              1,885             3,372            3,810
   Mortgage banking costs                                9,336              6,054            16,803           11,735
   Change in fair value of mortgage servicing rights    (7,865)               767            (9,820)           2,529
   Visa retrospective responsibility obligation              -                  -                 -           (2,767)
   Other expense                                         5,326              7,039            12,776           12,988
                                                   -------------     --------------    --------------   --------------
 Total other operating expense                         175,770            159,268           341,564          312,672

 Net income before taxes                                80,655             (5,242)          164,758           91,505
 Federal and state income taxes                         28,315             (2,862)           57,153           31,588
                                                  -------------     --------------    --------------   --------------

 Net income before non-controlling interest             52,340             (2,380)          107,605           59,917
 Non-controlling interest income (expense), net           (225)             1,219              (458)           1,187
                                                  -------------     --------------    --------------   --------------

 Net income attributable to BOK Financial Corporation $ 52,115           $ (1,161)        $ 107,147         $ 61,104
                                                  =============     ==============    ==============   ==============

 Average shares outstanding:
    Basic                                           67,344,577         67,452,181        67,330,590       67,327,155
    Diluted                                         67,448,029         67,452,181        67,417,874       67,690,919

 Net income per share:
   Basic                                                $ 0.77            $ (0.02)           $ 1.59           $ 0.91
                                                  =============     ==============    ==============   ==============
   Diluted                                              $ 0.77            $ (0.02)           $ 1.58           $ 0.90
                                                  =============     ==============    ==============   ==============
</TABLE>

<PAGE>

 FINANCIAL HIGHLIGHTS - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands, except ratio and share data)
<TABLE>
                                                                                  Quarter Ended
                                                  ---------------------------------------------------------------------------------
                                                    June 30,         March 31,       December 31,    September 30,      June 30,
                                                      2009             2009             2008            2008             2008
                                                  -------------    --------------   --------------  --------------   --------------
 Capital:
<S>                                                <C>               <C>              <C>             <C>              <C>
   Period-end shareholders' equity                 $ 2,050,572       $ 1,931,300      $ 1,846,257     $ 1,940,503      $ 1,942,376
   Risk weighted assets                           $ 18,338,540      $ 18,355,862     $ 18,401,051    $ 18,347,504     $ 18,665,121
   Risk-based capital ratios:
     Tier 1                                              9.86%             9.66%            9.40%           9.31%            8.92%
     Total capital                                      13.34%            13.08%           12.81%          12.62%           12.00%
   Leverage ratio                                        7.97%             7.85%            7.89%           7.94%            7.83%
   Tangible common equity ratio (A)                      7.55%             6.84%            6.64%           7.16%            7.15%
   Tier 1 common equity ratio (B)                        9.77%             9.58%            9.32%           9.20%            8.82%

 Common stock:
   Book value per share                                $ 30.30           $ 28.57          $ 27.36         $ 28.78          $ 28.78

   Market value per share:
        High                                           $ 43.02           $ 40.71          $ 54.42         $ 53.94          $ 60.74
        Low                                            $ 34.46           $ 22.95          $ 38.40         $ 38.61          $ 49.11

   Cash dividends paid                                $ 16,184          $ 15,027         $ 15,358        $ 15,170         $ 15,180
   Dividend payout ratio                                31.05%            27.31%           43.33%          26.76%        (1307.49%)
   Shares outstanding, net                          67,674,442        67,589,045       67,473,086      67,433,837       67,488,388
   Stock buy-back program:
       Shares repurchased                                    -                 -                -          75,000                -
       Amount                                              $ -               $ -              $ -     $ 3,337,000              $ -
                                                  -------------    --------------   --------------  --------------   --------------
       Average price per share                             $ -               $ -              $ -         $ 44.49              $ -
                                                  =============    ==============   ==============  ==============   ==============

 Performance ratios (quarter annualized):
  Return on average assets                               0.91%             0.97%            0.63%           1.03%           (0.02%)
  Return on average equity                              10.42%            11.65%            7.39%          11.59%           (0.23%)
  Net interest margin                                    3.55%             3.47%            3.57%           3.48%            3.44%
  Efficiency ratio                                      61.02%            57.10%           54.94%          54.19%           70.52%

 Other data:
     Gain (loss) on economic hedge of mortgage
        servicing rights                              $(10,199)         $ (2,118)        $ 15,089         $ 1,186         $ (5,518)
     Trust assets                                 $ 29,288,041      $ 28,700,791     $ 30,454,512    $ 33,242,296     $ 34,433,874
     Mortgage servicing portfolio                  $ 6,082,501       $ 5,515,893      $ 5,256,159     $ 5,167,584      $ 5,075,285
     Mortgage loan fundings during the quarter     $ 1,023,272         $ 708,561        $ 214,521       $ 258,171        $ 288,937
     Mortgage loan refinances to total fundings         71.00%            73.51%           34.84%          25.14%           36.76%
     Tax equivalent adjustment                         $ 1,791           $ 2,105          $ 2,063         $ 1,927          $ 2,084
     Unrealized gain (loss) on available for sale
        securities                                   $(128,492)       $ (261,856)      $ (330,973)     $ (158,652)       $ (91,226)

 (A)    Tangible common equity ratio is a non-GAAP measure.
        Reconciliation to a GAAP financial measure follows:

         Total shareholders' equity                $ 2,050,572       $ 1,931,300      $ 1,846,257     $ 1,940,503      $ 1,942,376
         Less:  intangible assets, net                (357,838)         (359,523)        (361,209)       (363,177)        (365,060)
                                                  -------------    --------------   --------------  --------------   --------------
         Tangible common equity                    $ 1,692,734       $ 1,571,777      $ 1,485,048     $ 1,577,326      $ 1,577,316
                                                  =============    ==============   ==============  ==============   ==============

         Total assets                             $ 22,768,319      $ 23,333,442     $ 22,734,648    $ 22,377,802     $ 22,435,937
         Less:  intangible assets, net                (357,838)         (359,523)        (361,209)       (363,177)        (365,060)
                                                  -------------    --------------   --------------  --------------   --------------
                                                  $ 22,410,481      $ 22,973,919     $ 22,373,439    $ 22,014,625     $ 22,070,877
                                                  =============    ==============   ==============  ==============   ==============

         Tangible common equity ratio                    7.55%             6.84%            6.64%           7.16%            7.15%

 (B)    Tier 1 common equity ratio is a non-GAAP measure.
        Reconciliation to a GAAP financial measure follows:

         Tier 1 capital                            $ 1,807,705       $ 1,773,576      $ 1,728,926     $ 1,707,390      $ 1,665,448
         Less:  non-controlling interest               (15,590)          (14,751)         (13,855)        (19,286)         (19,552)
                                                  -------------    --------------   --------------  --------------   --------------
         Tier 1 common equity                      $ 1,792,115       $ 1,758,825      $ 1,715,071     $ 1,688,104      $ 1,645,896
                                                  =============    ==============   ==============  ==============   ==============

         Risk weighted assets                     $ 18,338,540      $ 18,355,862     $ 18,401,051    $ 18,347,504     $ 18,665,121

         Tier 1 common equity ratio                      9.77%             9.58%            9.32%           9.20%            8.82%
</TABLE>

<PAGE>

 QUARTERLY EARNINGS TRENDS - UNAUDITED
 BOK FINANCIAL CORPORATION
(In thousands, except ratio and per share data)
<TABLE>
                                                                                     Quarter Ended
                                                  ----------------------------------------------------------------------------------
                                                    June 30,          March 31,       December 31,    September 30,      June 30,
                                                      2009              2009             2008            2008             2008
                                                  -------------     --------------   --------------  --------------   --------------
<S>                                                  <C>                <C>              <C>             <C>              <C>
 Interest revenue                                    $ 230,685          $ 233,227        $ 262,160       $ 263,358        $ 260,086
 Interest expense                                       55,105             63,382           85,713          99,010          101,147
                                                  -------------     --------------   --------------  --------------   --------------
 Net interest revenue                                  175,580            169,845          176,447         164,348          158,939
 Provision for credit losses                            47,120             45,040           73,001          52,711           59,310
                                                  -------------     --------------   --------------  --------------   --------------
 Net interest revenue after
   provision for credit losses                         128,460            124,805          103,446         111,637           99,629

 Other operating revenue
   Brokerage and trading revenue                        21,794             24,699           23,507          30,846          (35,462)
   Transaction card revenue                             27,533             25,428           25,177          25,632           25,786
   Trust fees and commissions                           16,860             16,510           17,143          20,100           20,940
   Deposit service charges and fees                     28,421             27,405           29,239          30,404           30,199
   Mortgage banking revenue                             19,882             18,498            7,217           7,145            8,203
   Bank-owned life insurance                             2,418              2,317            2,682           2,829            2,658
   Margin asset fees                                        68                 67              187           1,934            4,460
   Other revenue                                         6,124              6,583            5,778           7,768            6,965
                                                  -------------     --------------   --------------  --------------   --------------
  Total fees and commissions                           123,100            121,507          110,930         126,658           63,749
   Gain (loss) on other assets                             973                143           (7,420)           (841)          (1,149)
   Gain (loss) on derivatives, net                      (1,037)            (1,664)          (2,219)          4,366           (2,961)
   Gain (loss) on securities, net                        6,471             20,108           20,156           2,103           (5,242)
   Total other-than-temporary impairment losses         (1,263)           (54,368)               -               -                -
   Portion of loss recognized in other comprehensive income279            (39,366)               -               -                -
                                                  -------------     --------------   --------------  --------------   --------------
   Net impairment losses recognized in earnings         (1,542)           (15,002)               -               -                -
                                                  -------------     --------------   --------------  --------------   --------------
   Total other operating revenue                       127,965            125,092          121,447         132,286           54,397

 Other operating expense
   Personnel                                            96,191             92,627           87,695          87,549           89,597
   Business promotion                                    4,569              4,428            7,283           5,837            5,777
   Professional fees and services                        7,363              6,512            7,923           6,501            6,973
   Net occupancy and equipment                          15,973             16,258           14,901          15,570           15,100
   Insurance                                             5,898              5,638            3,216           2,436            2,626
   FDIC special assessment                              11,773                  -                -               -                -
   Data processing and communications                   20,452             19,306           19,720          19,911           19,523
   Printing, postage and supplies                        4,072              4,571            3,823           4,035            4,156
   Net (gains) losses and operating expenses
     of repossessed assets                                 996              1,806            1,006            (136)            (229)
   Amortization of intangible assets                     1,686              1,686            1,967           1,884            1,885
   Mortgage banking costs                                9,336              7,467            4,967           5,811            6,054
   Change in fair value of mortgage servicing rights    (7,865)            (1,955)          26,432           5,554              767
   Visa retrospective responsibility obligation              -                  -           (1,700)          1,700                -
   Other expense                                         5,326              7,450            8,209           7,638            7,039
                                                  -------------     --------------   --------------  --------------   --------------
 Total other operating expense                         175,770            165,794          185,442         164,290          159,268

 Net income before taxes                                80,655             84,103           39,451          79,633           (5,242)
 Federal and state income taxes                         28,315             28,838           10,363          22,958           (2,862)
                                                  -------------     --------------   --------------  --------------   --------------

 Net income before non-controlling interest             52,340             55,265           29,088          56,675           (2,380)
 Non-controlling interest income (expense), net           (225)              (233)           6,355              10            1,219
                                                  -------------     --------------   --------------  --------------   --------------

 Net income attributable to BOK Financial Corporation $ 52,115           $ 55,032         $ 35,443        $ 56,685         $ (1,161)
                                                  =============     ==============   ==============  ==============   ==============

 Average shares outstanding:
    Basic                                           67,344,577         67,315,986       67,294,069      67,263,317       67,452,181
    Diluted                                         67,448,029         67,387,102       67,456,267      67,432,444       67,452,181

 Net income (loss) per share:
   Basic                                                $ 0.77             $ 0.81        $ 0.53          $ 0.84              $(0.02)
   Diluted                                              $ 0.77             $ 0.81        $ 0.52          $ 0.84              $(0.02)
</TABLE>

<PAGE>

 LOANS BY PRINCIPAL MARKET AREA - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands)
<TABLE>
                                                                                   Quarter Ended
                                                  ----------------------------------------------------------------------------------
                                                    June 30,         March 31,       December 31,    September 30,       June 30,
                                                      2009             2009             2008            2008              2008
                                                  -------------    --------------   --------------  --------------    --------------
Oklahoma:
<S>                                                <C>               <C>              <C>             <C>               <C>
    Commercial                                     $ 2,918,478       $ 3,119,362      $ 3,356,520     $ 3,368,823       $ 3,228,179
    Commercial real estate                             855,742           881,620          843,576         827,357           875,546
    Residential mortgage                             1,249,104         1,234,417        1,196,924       1,134,066         1,099,277
    Consumer                                           521,431           562,021          579,809         580,211           601,184
                                                  -------------    --------------   --------------  --------------    --------------
        Total Oklahoma                               5,544,755         5,797,420        5,976,829       5,910,457         5,804,186

Texas:
    Commercial                                       2,182,756         2,277,186        2,353,860       2,205,169         2,166,925
    Commercial real estate                             741,199           816,830          825,769         853,653           889,364
    Residential mortgage                               345,780           337,044          315,438         307,655           299,996
    Consumer                                           196,752           214,134          212,820         214,133           204,081
                                                  -------------    --------------   --------------  --------------    --------------
        Total Texas                                  3,466,487         3,645,194        3,707,887       3,580,610         3,560,366

New Mexico:
    Commercial                                         380,378           393,180          418,732         442,644           451,225
    Commercial real estate                             313,190           315,511          286,574         281,061           271,177
    Residential mortgage                                90,944            99,805           98,018          95,165            89,469
    Consumer                                            18,826            19,900           18,616          18,296            16,977
                                                  -------------    --------------   --------------  --------------    --------------
        Total New Mexico                               803,338           828,396          821,940         837,166           828,848

Arkansas:
    Commercial                                          97,676            99,955          103,446         104,630            96,775
    Commercial real estate                             133,026           133,227          134,015         127,925           124,049
    Residential mortgage                                19,015            17,145           16,875          16,941            19,527
    Consumer                                           152,620           168,971          175,647         183,543           197,979
                                                  -------------    --------------   --------------  --------------    --------------
        Total Arkansas                                 402,337           419,298          429,983         433,039           438,330

Colorado:
    Commercial                                         595,858           675,223          660,546         598,519           489,844
    Commercial real estate                             269,923           267,035          261,820         266,739           276,062
    Residential mortgage                                58,557            59,120           53,875          49,676            38,517
    Consumer                                            14,097            14,599           16,141          18,328            16,367
                                                  -------------    --------------   --------------  --------------    --------------
        Total Colorado                                 938,435         1,015,977          992,382         933,262           820,790

Arizona:
    Commercial                                         215,540           211,953          211,356         213,861           207,173
    Commercial real estate                             262,607           285,841          319,525         326,615           351,058
    Residential mortgage                                58,265            61,605           62,123          58,800            53,321
    Consumer                                             3,229             5,261            6,075           5,551             5,315
                                                  -------------    --------------   --------------  --------------    --------------
        Total Arizona                                  539,641           564,660          599,079         604,827           616,867

Kansas:
    Commercial                                         325,165           324,671          307,143         340,156           398,452
    Commercial real estate                              36,006            32,017           29,969          30,642            40,241
    Residential mortgage                                12,310            10,814            9,321           7,650             7,490
    Consumer                                             1,454             1,469            1,473           2,161             2,468
                                                  -------------    --------------   --------------  --------------    --------------
        Total Kansas                                   374,935           368,971          347,906         380,609           448,651
                                                  -------------    --------------   --------------  --------------    --------------
TOTAL BOK FINANCIAL                                $ 12,069,928     $ 12,639,916     $ 12,876,0066   $ 12,679,970      $ 12,518,038
                                                  =============    ==============   ==============  ==============    ==============
</TABLE>

<PAGE>

 DEPOSITS BY PRINCIPAL MARKET AREA - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands)
<TABLE>
                                                                                   Quarter Ended
                                                  ----------------------------------------------------------------------------------
                                                    June 30,         March 31,       December 31,     September 30,      June 30,
                                                      2009             2009             2008             2008             2008
                                                  -------------    --------------   --------------   --------------   --------------
Oklahoma:
<S>                                                <C>               <C>              <C>              <C>              <C>
    Demand                                         $ 1,451,057       $ 1,651,111      $ 1,683,374      $ 1,681,325      $ 1,455,997
    Interest-bearing:
       Transaction                                   4,374,089         4,089,838        4,117,729        4,151,430        3,997,136
       Savings                                          94,048            95,827           86,476           86,900           90,100
       Time                                          2,033,312         2,876,313        3,104,933        3,036,297        2,672,401
                                                  -------------    --------------   --------------   --------------   --------------
    Total interest-bearing                           6,501,449         7,061,978        7,309,138        7,274,627        6,759,637
                                                  -------------    --------------   --------------   --------------   --------------
Total Oklahoma                                       7,952,506         8,713,089        8,992,512        8,955,952        8,215,634
                                                  -------------    --------------   --------------   --------------   --------------
Texas:
    Demand                                           1,002,266         1,021,424        1,067,456          956,846        1,046,651
    Interest-bearing:
       Transaction                                   1,660,642         1,527,399        1,460,576        1,543,974        1,713,131
       Savings                                          33,992            33,867           32,071           32,400           33,207
       Time                                          1,035,919         1,054,632          857,416          794,911          723,146
                                                  -------------    --------------   --------------   --------------   --------------
    Total interest-bearing                           2,730,553         2,615,898        2,350,063        2,371,285        2,469,484
                                                  -------------    --------------   --------------   --------------   --------------
Total Texas                                          3,732,819         3,637,322        3,417,519        3,328,131        3,516,135
                                                  -------------    --------------   --------------   --------------   --------------
New Mexico:
    Demand                                             175,033           180,308          155,345          176,477          168,621
    Interest-bearing:
       Transaction                                     434,498           401,000          397,382          376,941          417,607
       Savings                                          18,255            17,858           16,289           16,316           16,432
       Time                                            542,388           561,300          522,894          475,560          445,505
                                                  -------------    --------------   --------------   --------------   --------------
    Total interest-bearing                             995,141           980,158          936,565          868,817          879,544
                                                  -------------    --------------   --------------   --------------   --------------
Total New Mexico                                     1,170,174         1,160,466        1,091,910        1,045,294        1,048,165
                                                  -------------    --------------   --------------   --------------   --------------
Arkansas:
    Demand                                              17,261            16,503           16,293           23,565           21,142
    Interest-bearing:
       Transaction                                      73,972            63,924           38,566           19,146           24,524
       Savings                                           1,031             1,100            1,083              865              895
       Time                                            162,505           150,015           75,579           47,684           39,305
                                                  -------------    --------------   --------------   --------------   --------------
    Total interest-bearing                             237,508           215,039          115,228           67,695           64,724
                                                  -------------    --------------   --------------   --------------   --------------
Total Arkansas                                         254,769           231,542          131,521           91,260           85,866
                                                  -------------    --------------   --------------   --------------   --------------
Colorado:
    Demand                                             113,895           111,048          116,637          115,677          109,697
    Interest-bearing:
       Transaction                                     445,521           466,276          480,113          440,888          507,260
       Savings                                          18,144            18,905           17,660           19,300           20,245
       Time                                            579,709           584,971          532,475          428,872          423,014
                                                  -------------    --------------   --------------   --------------   --------------
    Total interest-bearing                           1,043,374         1,070,152        1,030,248          889,060          950,519
                                                  -------------    --------------   --------------   --------------   --------------
Total Colorado                                       1,157,269         1,181,200        1,146,885        1,004,737        1,060,216
                                                  -------------    --------------   --------------   --------------   --------------
Arizona:
    Demand                                              55,975            54,362           39,424           45,725           49,895
    Interest-bearing:
       Transaction                                      89,842            66,809           56,985           64,463           73,034
       Savings                                           1,282               970            1,014            1,033            1,233
       Time                                             59,775            54,923           34,290           14,433            6,364
                                                  -------------    --------------   --------------   --------------   --------------
    Total interest-bearing                             150,899           122,702           92,289           79,929           80,631
                                                  -------------    --------------   --------------   --------------   --------------
Total Arizona                                          206,874           177,064          131,713          125,654          130,526
                                                  -------------    --------------   --------------   --------------   --------------
Kansas / Missouri:
    Demand                                               9,692            16,140            3,850            5,548            7,157
    Interest-bearing:
       Transaction                                      12,907            11,976           10,999            9,780           10,342
       Savings                                              54               117               42               33               26
       Time                                            158,325           141,505           55,656           19,794           51,649
                                                  -------------    --------------   --------------   --------------   --------------
    Total interest-bearing                             171,286           153,598           66,697           29,607           62,017
                                                  -------------    --------------   --------------   --------------   --------------
Total Kansas / Missouri                                180,978           169,738           70,547           35,155           69,174
                                                  -------------    --------------   --------------   --------------   --------------

TOTAL BOK FINANCIAL                                $ 14,655,389     $ 15,270,421     $ 14,982,6071    $ 14,586,183     $ 14,125,716
                                                  =============    ==============    ==============   ==============   =============
</TABLE>

<PAGE>

 NET INTEREST MARGIN TREND - UNAUDITED
 BOK FINANCIAL CORPORATION
<TABLE>
                                                                                  Quarter Ended
                                                  ---------------------------------------------------------------------------------
                                                    June 30,          March 31,      December 31,    September 30,      June 30,
                                                      2009              2009            2008            2008             2008
                                                  -------------     -------------   --------------  --------------   --------------
TAX-EQUIVALENT ASSETS YIELDS
<S>                                                  <C>                <C>             <C>             <C>              <C>
Trading securities                                   3.49%              3.69%           6.55%           5.61%            6.88%
Funds sold and resell agreements                     0.19%              0.24%           0.76%           1.44%            1.97%
Securities:
    Taxable                                          4.50%              4.90%           5.12%           5.09%            5.08%
    Tax-exempt                                       5.69%              6.64%           6.43%           6.64%            6.46%
                                                  -------------     -------------   --------------  --------------   --------------
Total securities                                     4.54%              4.96%           5.17%           5.15%            5.14%
Total loans                                          4.64%              4.56%           5.27%           5.69%            5.79%
Less Allowance for loan losses                         -                   -            -                 -                 -
                                                  -------------     -------------   --------------  --------------   --------------
Total loans, net                                     4.74%              4.65%           5.35%           5.77%            5.86%
                                                  -------------     -------------   --------------  --------------   --------------
Total tax-equivalent yield on earning assets         4.65%              4.75%           5.28%           5.55%            5.61%
COST OF INTEREST-BEARING LIABILITIES
Interest-bearing deposits:
  Interest-bearing transaction                       0.78%              0.95%           1.51%           1.72%            1.74%
  Savings                                            0.25%              0.28%           0.37%           0.37%            0.37%
  Time                                               2.48%              2.83%           3.28%           3.39%            3.77%
                                                  -------------     -------------   --------------  --------------   --------------
Total interest-bearing deposits                      1.49%              1.76%           2.29%           2.39%            2.50%
Funds purchased and repurchase agreements            0.35%              0.45%           0.94%           1.98%            1.95%
Other borrowings                                     0.49%              0.58%           1.51%           2.56%            2.49%
Subordinated debt                                    5.67%              5.67%           5.48%           5.55%            5.88%
                                                  -------------     -------------   --------------  --------------   --------------
Total cost of interest-bearing liabilities           1.31%              1.50%           2.02%           2.41%            2.47%
                                                  -------------     -------------   --------------  --------------   --------------
Tax-equivalent net interest revenue spread           3.34%              3.25%           3.26%           3.14%            3.14%
Effect of noninterest-bearing funding sources
  and other                                          0.21%              0.22%           0.31%           0.34%            0.30%
                                                  -------------     -------------   --------------  --------------   --------------
Tax-equivalent net interest margin                   3.55%              3.47%           3.57%           3.48%            3.44%
                                                  =============     =============   ==============  ==============   ==============
</TABLE>

<PAGE>

 CREDIT QUALITY INDICATORS
 BOK FINANCIAL CORPORATION
 (In thousands, except ratios)
<TABLE>
                                                                                   Quarter Ended
                                                  ----------------------------------------------------------------------------------
                                                    June 30,         March 31,       December 31,     September 30,      June 30,
                                                      2009             2009             2008             2008             2008
                                                  -------------    --------------   --------------   --------------   --------------
 Nonperforming assets:
   Nonaccruing loans (B):
<S>                                                  <C>               <C>              <C>              <C>               <C>
       Commercial                                    $ 126,510         $ 128,501        $ 134,846        $ 105,757         $ 69,679
       Commercial real estate                          189,586           175,487          137,279           78,235           60,456
       Residential mortgage                             35,860            34,182           27,387           27,075           17,861
       Consumer                                          1,037             1,065              561              758              611
                                                  -------------    --------------   --------------   --------------   --------------
   Total nonaccruing loans                           $ 352,993         $ 339,235        $ 300,073        $ 211,825        $ 148,607
   Renegotiated loans (A)                               17,479            13,623           13,039           12,326           11,840
   Real estate and other repossessed assets             75,243            61,383           29,179           28,088           21,025
                                                  -------------    --------------   --------------   --------------   --------------
       Total nonperforming assets                    $ 445,715         $ 414,241        $ 342,291        $ 252,239        $ 181,472
                                                  =============    ==============   ==============   ==============   ==============

 Nonaccruing loans by principal market (B):
    Oklahoma                                         $ 108,490         $ 105,536        $ 108,367         $ 87,885         $ 57,155
    Texas                                               51,582            55,225           42,934           29,141           20,860
    New Mexico                                          29,640            18,046           16,016           12,293            9,838
    Arkansas                                             3,888             4,078            3,263            3,386            2,924
    Colorado                                            45,794            38,567           32,415           20,980           23,812
    Arizona                                            106,076           111,772           80,994           54,832           33,482
    Kansas                                               7,523             6,011           16,084            3,308              536
                                                  -------------    --------------   --------------   --------------   --------------
       Total nonaccruing loans                       $ 352,993         $ 339,235        $ 300,073        $ 211,825        $ 148,607
                                                  =============    ==============   ==============   ==============   ==============
 Nonaccruing loans by loan portfolio sector (B):
 Commercial:
    Energy                                            $ 53,842          $ 49,618         $ 49,364         $ 49,839         $ 12,342
    Manufacturing                                       16,975            18,248            7,343            6,479            6,731
    Wholesale / retail                                  10,983             8,650           18,773            7,806            3,735
    Agriculture                                            105               115              680              755              811
    Services                                            24,713            30,226           36,873           26,581           30,080
    Healthcare                                          14,222            14,288           12,118            3,300            3,791
    Other                                                5,670             7,356            9,695           10,997           12,189
                                                  -------------    --------------   --------------   --------------   --------------
       Total commercial                                126,510           128,501          134,846          105,757           69,679
 Commercial real estate:
    Land development and construction                   97,425            99,922           76,082           53,624           45,291
    Retail                                              17,474             9,893           15,625           13,011            7,591
    Office                                              27,685            23,305            7,637            3,022            3,304
    Multifamily                                         27,827            27,198           24,950              896              896
    Industrial                                             527               575            6,287              390              396
     Other commercial real estate                       18,648            14,594            6,698            7,292            2,978
                                                  -------------    --------------   --------------   --------------   --------------
       Total commercial real estate                    189,586           175,487          137,279           78,235           60,456
 Residential mortgage:
    Permanent mortgage                                  34,149            32,848           26,233           26,401           17,039
    Home equity                                          1,711             1,334            1,154              674              822
                                                  -------------    --------------   --------------   --------------   --------------
       Total residential mortgage                       35,860            34,182           27,387           27,075           17,861
 Consumer                                                1,037             1,065              561              758              611
                                                  -------------    --------------   --------------   --------------   --------------
       Total nonaccruing loans                       $ 352,993         $ 339,235        $ 300,073        $ 211,825        $ 148,607
                                                  =============    ==============   ==============   ==============   ==============

 Performing loans 90 days past due                    $ 32,479          $ 46,123         $ 19,123         $ 20,213         $ 10,683

 Gross charge-offs                                    $ 37,409          $ 34,535         $ 35,681         $ 33,926         $ 41,526
 Recoveries                                              2,472             2,664            2,022           13,712            2,535
                                                  -------------    --------------   --------------   --------------   --------------
 Net charge-offs                                      $ 34,937          $ 31,871         $ 33,659         $ 20,214         $ 38,991
                                                  =============    ==============   ==============   ==============   ==============

 Provision for credit losses                         $ 47,120          $ 45,040         $ 73,001         $ 52,711         $ 59,310

 Reserve for loan losses to period end loans             2.18%             1.99%            1.81%            1.47%            1.23%
 Combined reserves for credit losses to period end loans 2.27%             2.07%            1.93%            1.65%            1.41%
 Nonperforming assets to period end loans
     and repossessed assets                              3.67%             3.26%            2.65%            1.98%            1.45%
 Net charge-offs (annualized) to average loans           1.13%             1.00%            1.05%            0.64%            1.26%
 Reserve for loan losses to nonaccruing loans           74.59%            73.99%           77.73%           88.05%          103.64%
 Combined reserves for credit losses to
     nonaccruing loans                                  77.55%            77.11%           82.78%           98.69%          118.81%

 (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.                        $ 11,079          $ 10,514         $ 10,396          $ 9,604          $ 8,638
 (B) includes loans subject to First United
     Bank sellers escrow                              $ 8,305          $ 11,287         $ 13,181         $ 13,262         $ 11,973
</TABLE>

</TEXT>
</DOCUMENT>
</SUBMISSION>
