<SUBMISSION>
<ACCESSION-NUMBER>0000875357-09-000031
<TYPE>8-K
<PUBLIC-DOCUMENT-COUNT>3
<PERIOD>20090930
<ITEMS>2.02
<ITEMS>9.01
<FILING-DATE>20091028
<DATE-OF-FILING-DATE-CHANGE>20091028
<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>091142272
</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>form8k093009.txt
<DESCRIPTION>FORM 8-K 093009 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):
                                October 28, 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 October 28, 2009, BOK Financial Corporation ("BOK Financial") issued
a press release announcing its financial results for the three and nine months
ended September 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 October 28, 2009, in connection with issuance of the Press
Release, BOK Financial released financial information related to the three and
nine months ended September 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  October  28,  2009  titled  "BOK
               Financial Reports $51 Million Third Quarter Income - Net Interest
               Revenue Growth Drives Earnings"

          99(b) Financial  Information  for the  Three  and  Nine  Months  Ended
               September 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:  October 28, 2009
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>2
<FILENAME>press093009.txt
<DESCRIPTION>(A) PRESS RELEASE
<TEXT>
                                                           Exhibit 99 (a)

             BOK Financial Reports $51 Million Third Quarter Income
                   Net Interest Revenue Growth Drives Earnings

TULSA, Okla. (Wednesday October 28, 2009) - BOK Financial Corporation reported
net income for the third quarter of 2009 of $50.7 million or $0.75 per diluted
share. Net income for the previous quarter totaled $52.1 million or $0.77 per
diluted share.

Net income for the nine months ended September 30, 2009 totaled $157.8 million
or $2.33 per diluted share compared with $117.8 million or $1.74 per diluted
share for the nine months ended September 30, 2008. Net income for the nine
months ended September 30, 2008 was impacted by $67.6 million of pre-tax charges
for loan and energy derivative credit exposure related to a customer bankruptcy
filing which reduced net income by approximately $43.9 million or $0.65 per
diluted share.

"BOK Financial is pleased with solid performance this quarter, especially
considering the continued challenges we see in the economy," said President and
CEO Stan Lybarger. "Earnings for the third quarter were based on continued net
interest revenue growth, solid fee revenue and controlled operating expenses.
The fair value of our securities portfolio improved by $159 million which
further strengthened our balance sheet and capital position. However, we
recognize the banking industry is far from the end of this depressed credit
cycle and we added $19 million to our reserves for credit losses in response to
an increase in our non-performing assets."

Highlights of the third quarter of 2009 included:

o    Net interest  revenue totaled $180.5 million,  up $4.9 million  compared to
     the second  quarter of 2009.  Net  interest  margin was 3.63% for the third
     quarter of 2009, up 8 basis points over the second  quarter of 2009 largely
     due to higher loan yields and lower funding costs.

o    Fees and commission revenue totaled $120.0 million,  down $3.1 million from
     the previous  quarter.  Mortgage banking revenue decreased $6.7 million due
     to lower  volume of loans  originated  during the  quarter.  Brokerage  and
     trading  revenue and deposit  service  charges  increased over the previous
     quarter.

o    Operating expenses totaled $178.7 million,  up $3.0 million over the second
     quarter of 2009. Net losses and operating  expenses of  repossessed  assets
     and personnel expenses increased over the previous quarter.

o    Combined  reserve  for  credit  losses  totaled  $293  million  or 2.52% of
     outstanding  loans at September  30, 2009, up from $274 million or 2.27% of
     outstanding loans at June 30, 2009. Net loans charged off and provision for
     credit losses were $36.0 million and $55.1 million,  respectively,  for the
     third quarter of 2009.

o    Non-performing  assets totaled $490 million or 4.19% of  outstanding  loans
     and  repossessed  assets at September  30, 2009 compared to $446 million or
     3.67% of outstanding loans and repossessed assets at June 30, 2009.

o    Available for sale securities totaled $8.4 billion,  at September 30, 2009,
     up $1.1 billion since June 30, 2009. The increase consisted of $1.0 billion
     of net  securities  purchased  during the  quarter  and a $159  million net
     increase in the fair value of securities  held in the portfolio.  Purchased
     securities consisted primarily of mortgage-backed securities issued by U.S.
     government agencies.

o    Outstanding  loan balances  were $11.6 billion at September 30, 2009,  down
     $458  million  since June 30,  2009.  All major loan  categories  decreased
     during the third quarter  largely due to reduced  customer  demand,  normal
     repayment trends and management decisions to exit certain loan types.

o    Average  deposit  balances  totaled  $15.1 billion for the third quarter of
     2009,  down $202  million  compared  with  average  deposits for the second
     quarter of 2009. Total  period-end  deposits grew $440 million in the third
     quarter of 2009 to $15.1  billion.  Growth in demand  and  interest-bearing
     transaction  deposits was partially  offset by decreases in  higher-costing
     time deposits.

o    Tangible  common equity ratio and tier 1 common  equity ratio  increased to
     7.78% and 10.45%, respectively, at September 30, 2009 from 7.55% and 9.77%,
     respectively,  at June 30, 2009 largely due 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 in the United States of America ("GAAP") minus intangible assets
     and equity  that does not benefit  common  shareholders  such as  preferred
     equity and equity  provided by the U.S.  Treasury's  Troubled  Asset Relief
     Program ("TARP") Capital Purchase  Program.  We chose not to participate in
     the TARP Capital  Purchase  Program.  Tier 1 capital  ratios were 10.56% at
     September 30, 2009 and 9.86% at June 30, 2009.

o    The Company paid a cash dividend of $16.3 million or $0.24 per common share
     during  the third  quarter  of 2009.  On  October  27,  2009,  the board of
     directors  declared a cash dividend of $0.24 per common share payable on or
     about December 2, 2009 to shareholders of record as of November 16, 2009.

Net Interest Revenue

Net interest revenue totaled $180.5 million, up $4.9 million over the second
quarter of 2009. Net interest margin was 3.63% for the third quarter of 2009 and
3.55% for the second quarter of 2009. The increase in net interest margin over
the previous quarter resulted from improved loan pricing and lower funding
costs. Loan yield increased 3 basis points over the previous quarter as wider
spreads continue to be priced into the loan portfolio. The increased loan yield
partially offset a 33 basis point decrease in securities portfolio yield. The
cost of interest-bearing liabilities decreased 22 basis points, including a 26
basis point decrease in the cost of interest-bearing deposits and a 9 basis
point decrease in the cost of other borrowed funds.

Average earning assets decreased $237 million during the third quarter of 2009,
primarily due to a decrease of $516 million in average outstanding loans and a
$110 million decrease in average residential mortgage loans held for sale,
partially offset by a $406 million increase in average securities, primarily
mortgage-backed securities issued by U.S. government agencies.

Average deposits decreased $202 million compared with the second quarter of
2009, due primarily to a $719 million decrease in average time deposits. The
Company chose not to renew certain higher-costing time deposits as they matured.
The decrease in time deposits was partially offset by a $308 million increase in
average interest-bearing transaction accounts and a $209 million increase in
average demand deposits. Average funds purchased, repurchase agreements and
other borrowed funds increased $189 million from the second quarter of 2009.

Fees and Commissions Revenue

Fees and commissions revenue totaled $120.0 million for the third quarter of
2009, down from $123.1 million for the second quarter of 2009. Mortgage banking
revenue totaled $13.2 million for the third quarter of 2009 and $19.9 million
for the second quarter of 2009, still well above historic levels. Mortgage loan
originations totaled $536 million for the third quarter of 2009, down from the
historic high of $1.0 billion in the second quarter of 2009 as the impact of
government initiatives to lower national mortgage interest rates began to
lessen. The decrease in mortgage-banking revenue was partially offset by growth
in brokerage and trading revenue and deposit service charges. Brokerage and
trading revenue increased $3.2 million primarily due to investment banking
activity. Deposit service charges increased $2.0 million due to higher overdraft
fees.

Operating Expenses

Operating expenses totaled $178.7 million for the third quarter of 2009, up $3.0
million from the preceding quarter. Operating expenses increased $10.8 million
due to changes in the fair value of mortgage servicing rights and decreased
$11.8 million due to an FDIC special assessment in the second quarter of 2009.
Excluding the impact of the change in the fair value of the mortgage servicing
rights and the FDIC special assessment, operating expense increased $3.9
million. Personnel expenses were up $1.8 million and net losses and operating
expenses of repossessed assets were up $2.5 million. All other operating
expenses were down $433 thousand due to Company-wide initiatives to control
operating expenses.

Credit Quality

Non-performing assets continued to increase across most sectors of the loan
portfolio and geographic markets during the third quarter of 2009.
Non-performing assets totaled $490 million or 4.19% of outstanding loans and
repossessed assets at September 30, 2009 which consisted of non-accruing loans
of $383 million, renegotiated loans of $17 million (including $11 million of
residential mortgage loans guaranteed by U.S. government agencies) and $90
million of real estate and other repossessed assets. Total non-performing assets
increased $44 million during the third quarter.

Non-accruing loans totaled $383 million or 3.30% of outstanding loans at
September 30, 2009, compared with $353 million or 2.92% of outstanding loans at
June 30, 2009. Approximately $111 million of non-accruing loans have been
charged-down from original values of $234 million to amounts management expects
to recover. During the third quarter of 2009, $105 million of new non-accruing
loans were identified, offset by $28 million in charge offs, $21 million in
foreclosures and $13 million in payments received. In addition, the Company sold
$25 million of the face amount of its SemGroup bankruptcy claims which reduced
non-accruing energy loans by $13 million.

Non-accruing commercial loans totaled $128 million or 2.01% of total commercial
loans at September 30, 2009. Non-accruing commercial loans increased $1.8
million since June 30, 2009. Newly identified non-accruing commercial loans
totaled $36 million, primarily in the energy and services sector of the
portfolio.

Non-accruing commercial real estate loans totaled $212 million or 8.30% of
outstanding commercial real estate loans at September 30, 2009. Total
non-accruing commercial real estate loans increased $23 million since June 30,
2009, including a $16 million increase in loans secured by land, residential
lots and residential construction properties, $4.7 million increase in loans
secured by retail facilities and a $3.7 million increase in loans secured by
commercial office buildings. Non-accruing commercial real estate loans
attributed to various markets included $99 million or 38% of commercial real
estate loans in Arizona, $39 million or 16% of commercial real estate loans in
Colorado, $31 million or 4% of commercial real estate loans in Oklahoma, $22
million or 6% of commercial real estate loans in New Mexico and $16 million or
3% of commercial real estate loans in Texas.

Non-accruing residential mortgage loans totaled $38 million or 2.09% of
outstanding residential mortgage loans at September 30, 2009, a $2.4 million
increase over June 30, 2009. The distribution of non-accruing residential
mortgage loans among various markets included $14 million or 4% of mortgage
loans in Texas, $12 million or 1% of mortgage loans in Oklahoma and $6 million
or 11% of mortgage loans in Arizona. Mortgage loans past due 30 to 89 days were
$32 million compared to $27 million at June 30, 2009.

The combined reserve for credit losses totaled $293 million or 2.52% of
outstanding loans and 77% of non-accruing loans at September 30, 2009. The
allowance for loan losses was $281 million and the reserve for off-balance sheet
credit losses was $12 million. During the third quarter of 2009, the Company
recognized a $55.1 million provision for credit losses. Net losses charged
against the allowance for loan losses totaled $36.0 million or 1.21% annualized
of average outstanding loans.

Real estate and other repossessed assets totaled $90 million at September 30,
2009, up $14 million from June 30, 2009. Real estate and other repossessed
assets increased by $21 million in additions offset by $4 million in sales and
$3 million in write-downs based on updated appraisals. Real estate and other
repossessed assets included $50 million of 1-4 family residential properties and
residential land development properties, $22 million of developed commercial
real estate properties, $8 million of undeveloped land, $7 million of equipment,
and $3 million of automobiles. The distribution of real estate owned and other
repossessed assets among various markets included $35 million in Arizona, $18
million in Texas, $8 million in New Mexico, $8 million in Colorado, $7 million
in Kansas City, $7 million in Oklahoma and $6 million in Arkansas.

The Company also has off-balance sheet obligations related to certain community
development residential mortgage loans sold to U.S. government agencies with
recourse. These mortgage loans were underwritten to standards approved by the
agencies, including full documentation and originated under programs available
only for owner-occupied properties. The outstanding principal balance of these
loans totaled $345 million at September 30, 2009. These loans are primarily to
borrowers in the Company's primary market areas, including $242 million in
Oklahoma, $38 million in Arkansas, $20 million in New Mexico, $17 million Kansas
City and $16 million in Texas. At September 30, 2009, approximately 4.81% of
these loans are non-performing and 6.27% were past due 30 to 89 days. A separate
reserve for credit risk of $11 million is available for losses on these loans.

Securities and Derivatives

Available for sale securities totaled $8.4 billion at September 30, 2009, up
$1.1 billion since June 30, 2009. The increase in the securities portfolio
included $1.0 billion of net securities purchased and a $159 million increase in
the net fair value. The available for sale portfolio consisted primarily of
mortgage-backed securities, including $6.9 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.

The Company continued a strategy to increase holdings of mortgage-backed
securities during the third quarter. This strategy recognizes attractive spreads
over funding costs on these securities. Credit risk is controlled by investing
in securities fully backed by U.S. government agencies. Interest rate risk is
mitigated by investing in short-duration securities that would have limited
extension exposure from rising interest rates.

The portfolio of available for sale securities had a net unrealized gain of $31
million at September 30, 2009, a $159 million improvement from June 30, 2009.
Net unrealized gains on mortgage-backed securities issued by U.S. government
agencies increased by $59 million and net unrealized losses on privately-issued
mortgage backed securities decreased by $82 million.

Approximately $635 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 $137 million at September 30, 2009. Aggregate losses on these same
securities were $182 million at June 30, 2009. The Company recognized a $3.4
million other-than-temporary impairment charge against earnings in the third
quarter related to certain mortgage-backed securities due to further declines in
the projected cash flows.

Net gains on securities totaled $12.3 million for the third quarter of 2009,
compared with $6.5 million for the second quarter of 2009 and $2.1 million for
the third quarter of 2008.

                                                   Three Months Ended
                                      ----------------------------------------
                                          Sept. 30,      June 30,     Sept. 30,
                                            2009           2009         2008

Net gain on available for sale securities  $ 8,706     $   16,670    $    917
Gain (loss) on mortgage hedge securities     3,560       (10,199)       1,186
------------------------------------- ------------- -------------- -----------
Net gain on securities                    $ 12,266    $     6,471     $ 2,103
------------------------------------- ------------- -------------- -----------

Gain (loss) on change in fair value of
   mortgage servicing rights                 $(2,981)    $     7,865   $ (5,554)
---------------------------------------- ------------- -------------- ----------

The Company recognized $8.7 million of net gains on the sale of $377 million of
available for sale securities in the third quarter of 2009 and $16.7 million of
gains on the sale of $1.2 billion of available for sale securities in the second
quarter of 2009. This continues a program to sell low-coupon mortgage-backed
securities that were purchased at deep discounts near the beginning of the
current market disruption. Securities sold are replaced with securities that are
expected to have superior future total returns.

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
decreased $3.0 million and the fair value of mortgage hedge securities increased
$3.6 million during the third 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
September 30, 2009, the fair value of all asset contracts totaled $397 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 September 30,
2009 was $116 million. This amount was entirely offset by letters of credit
issued by independent financial institutions.

Loans, Deposits and Capital

Outstanding loans at September 30, 2009 were $11.6 billion, down $458 million
from June 30, 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 types. Commercial loans decreased
$346 million from June 30, 2009, primarily due to a decrease of $116 million in
service sector loans, $110 million in energy sector loans and $87 million in
wholesale/retail sector loans. Commercial real estate loans decreased $51
million compared to the prior quarter, primarily due to an $84 million decrease
in construction and land development offset by a $34 million increase in
multifamily sector loans. Residential mortgage loans decreased $4 million from
the prior quarter primarily due to a $14 million decrease in permanent mortgage
loans offset by a $10 million increase in home equity loans. Consumer loans
decreased $57 million compared to the prior quarter primarily due to a $66
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 increased $440 million during the third quarter and totaled $15.1
billion at September 30, 2009. Demand and interest-bearing transaction deposits
increased $637 million and $289 million, respectively, offset by a $487 million
decrease in time deposit balances as the Company decreased higher-cost
certificates of deposit. Among the lines of business, commercial banking
deposits increased $519 million during the third quarter of 2009, offset by
decreased consumer banking deposits of $91 million and decreased wealth
management deposits of $48 million.

The Company and each of its subsidiary banks exceeded the regulatory definition
of well capitalized at September 30, 2009. The Company's Tier 1 and total
capital ratios were 10.56% and 14.10%, respectively, at September 30, 2009. The
Company's Tier 1 and total capital ratios were 9.86% and 13.34%, respectively,
at June 30, 2009. In addition, the Company's tangible common equity ratio, a
non-GAAP measure, was 7.78% at September 30, 2009 and 7.55% at June 30, 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
September 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>fs093009.txt
<DESCRIPTION>(B) FINANCIAL STATEMENTS
<TEXT>
                                                              Exhibit 99 (b)
BALANCE SHEETS
BOK FINANCIAL CORPORATION
(In thousands)
<TABLE>
                                                                     Period Ended
                                                  ---------------------------------------------------
                                                   September 30,       June 30,        September 30,
                                                      2009              2009              2008
                                                  -------------     --------------    --------------
                                                  (Unaudited)        (Unaudited)       (Unaudited)
 ASSETS
<S>                                                <C>                  <C>               <C>
 Cash and due from banks                           $ 1,383,244          $ 470,553         $ 669,914
 Trading securities                                    100,898             84,548            92,588
 Funds sold and resell agreements                       39,465            112,128           105,594
 Securities:
   Available for sale                                8,358,562          7,224,673         6,279,530
   Investment                                          238,101            269,844           243,617
   Mortgage trading securities                         320,971            222,864           198,201
                                                  -------------     --------------    --------------
 Total securities                                    8,917,634          7,717,381         6,721,348
 Residential mortgage loans held for sale              172,301            326,363           113,121
 Loans:
   Commercial                                        6,370,056          6,715,851         7,273,802
   Commercial real estate                            2,560,335          2,611,693         2,713,992
   Residential mortgage                              1,829,824          1,833,975         1,669,953
   Consumer                                            851,349            908,409         1,022,223
                                                  -------------     --------------    --------------
   Total loans                                      11,611,564         12,069,928        12,679,970
 Less reserve for loan losses                         (280,902)          (263,309)         (186,516)
                                                  -------------     --------------    --------------
   Loans, net of reserve                            11,330,662         11,806,619        12,493,454
 Premises and equipment, net                           286,702            286,295           267,749
 Accrued revenue receivable                             68,617            118,718           118,096
 Intangible assets, net                                356,152            357,838           363,177
 Mortgage servicing rights, net                         66,689             67,413            68,680
 Real estate and other repossessed assets               89,507             75,243            28,088
 Bankers' acceptances                                    9,882              8,260            23,933
 Derivative contracts                                  397,110            462,971           572,391
 Cash surrender value of bank-owned life insurance     244,456            241,792           234,293
 Receivable on unsettled securities trades                   -            237,200           169,494
 Other assets                                          413,522            394,997           335,882
                                                  -------------     --------------    --------------
 TOTAL ASSETS                                     $ 23,876,841       $ 22,768,319      $ 22,377,802
                                                  =============     ==============    ==============

 LIABILITIES AND EQUITY
 Deposits:
   Demand                                          $ 3,462,188        $ 2,825,179       $ 3,005,163
   Interest-bearing transaction                      7,380,449          7,091,471         6,606,622
   Savings                                             167,896            166,806           156,847
   Time                                              4,084,813          4,571,933         4,817,551
                                                  -------------     --------------    --------------
 Total deposits                                     15,095,346         14,655,389        14,586,183
 Funds purchased and
   repurchase agreements                             2,198,900          2,798,274         3,667,225
 Other borrowings                                    3,189,948          2,152,177         1,077,450
 Subordinated debentures                               398,502            398,465           398,372
 Accrued interest, taxes, and expense                  123,409            119,003           120,280
 Bankers' acceptances                                    9,882              8,260            23,933
 Due on unsettled securities trades                    133,974                  -                 -
 Derivative contracts                                  395,197            445,463           377,973
 Other liabilities                                     127,689            125,126           166,597
                                                  -------------     --------------    --------------
 TOTAL LIABILITIES                                  21,672,847         20,702,157        20,418,013
 Shareholders' equity:
   Capital, surplus and retained earnings            2,185,776          2,149,020         2,046,752
   Accumulated other comprehensive loss                   (763)           (98,448)         (106,249)
                                                  -------------     --------------    --------------
 TOTAL SHAREHOLDERS' EQUITY                          2,185,013          2,050,572         1,940,503
   Non-controlling interest                             18,981             15,590            19,286
                                                  -------------     --------------    --------------
 TOTAL EQUITY                                        2,203,994          2,066,162         1,959,789
                                                  -------------     --------------    --------------
 TOTAL LIABILITIES AND EQUITY                     $ 23,876,841       $ 22,768,319      $ 22,377,802
                                                  =============     ==============    ==============
</TABLE>

 AVERAGE BALANCE SHEETS - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands)
<TABLE>
                                                                                Quarter Ended
                                              -------------------------------------------------------------------------------------
                                               September 30,       June 30,         March 31,       December 31,      September 30,
                                                  2009              2009              2009             2008              2008
                                              -------------     --------------    --------------   --------------    --------------
ASSETS
<S>                                               <C>               <C>               <C>               <C>               <C>
Trading securities                                $ 64,763          $ 112,960         $ 111,962         $ 78,840          $ 66,419
Funds sold and resell agreements                    67,032             29,277            50,701           48,246            79,862
Securities:
  Available for sale                             7,782,254          7,242,931         6,645,086        6,409,906         5,945,220
  Investment                                       235,967            271,068           238,562          242,503           239,655
  Mortgage trading securities                      267,591            365,434           453,304          237,319           126,837
                                              -------------     --------------    --------------   --------------    --------------
Total securities                                 8,285,812          7,879,433         7,336,952        6,889,728         6,311,712
Residential mortgage loans held for sale           176,403            286,077           201,135          121,184           116,533
Loans:
  Commercial                                     6,521,438          6,901,057         7,182,481        7,452,799         7,228,814
  Commercial real estate                         2,621,176          2,684,020         2,762,789        2,716,465         2,696,503
  Residential mortgage                           1,873,457          1,884,023         1,841,006        1,641,023         1,655,710
  Consumer                                         871,347            933,950           998,489        1,016,409         1,015,796
                                              -------------     --------------    --------------   --------------    --------------
Total loans                                     11,887,418         12,403,050        12,784,765       12,826,696        12,596,823
Less allowance for loan losses                    (281,289)          (273,335)         (252,734)        (209,319)         (182,844)
                                              -------------     --------------    --------------   --------------    --------------
Total loans, net                                11,606,129         12,129,715        12,532,031       12,617,377        12,413,979
                                              -------------     --------------    --------------   --------------    --------------
Total earning assets                            20,200,139         20,437,462        20,232,781       19,755,374        18,988,504
Cash and due from banks                            828,965            638,791           661,433          534,039           499,992
Cash surrender value of bank-owned life insurance  242,715            240,199           237,805          235,195           232,465
Derivative contracts                               401,887            493,448           476,091          352,083           900,777
Other assets                                     1,376,828          1,264,131         1,335,259        1,394,960         1,199,425
                                              -------------     --------------    --------------   --------------    --------------
TOTAL ASSETS                                  $ 23,050,534       $ 23,074,031      $ 22,943,369     $ 22,271,651      $ 21,821,163
                                              =============     ==============    ==============   ==============    ==============

LIABILITIES AND EQUITY
Deposits:
  Demand                                       $ 3,392,578        $ 3,183,338       $ 2,864,751      $ 2,712,384       $ 2,739,209
  Interest-bearing transaction                   7,162,477          6,854,003         6,610,805        6,116,465         6,565,935
  Savings                                          167,677            167,813           159,537          155,784           159,856
  Time                                           4,404,854          5,123,947         5,215,091        5,109,303         4,792,366
                                              -------------     --------------    --------------   --------------    --------------
Total deposits                                  15,127,586         15,329,101        14,850,184       14,093,936        14,257,366
Funds purchased and
  repurchase agreements                          2,284,985          2,316,990         2,562,066        3,095,054         3,061,186
Other borrowings                                 2,173,103          1,951,699         2,158,963        1,986,857         1,390,233
Subordinated debentures                            398,484            398,456           398,425          398,392           398,361
Derivative contracts                               392,277            536,232           641,974          494,778           509,057
Other liabilities                                  539,129            534,889           416,242          293,752           258,775
                                              -------------     --------------    --------------   --------------    --------------
TOTAL LIABILITIES                               20,915,564         21,067,367        21,027,854       20,362,769        19,874,978
Total equity                                     2,134,970          2,006,664         1,915,515        1,908,882         1,946,185
                                              -------------     --------------    --------------   --------------    --------------
TOTAL LIABILITIES AND EQUITY                  $ 23,050,534       $ 23,074,031      $ 22,943,369     $ 22,271,651      $ 21,821,163
                                              =============     ==============    ==============   ==============    ==============
</TABLE>

 STATEMENTS OF EARNINGS - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands, except per share data)
<TABLE>
                                                           Quarter Ended                     Nine Months Ended
                                                  --------------------------------    -------------------------------
                                                           September 30,                       September 30,
                                                  --------------------------------    -------------------------------
                                                      2009              2008              2009             2008
                                                  -------------     --------------    --------------   --------------
<S>                                                  <C>                <C>               <C>              <C>
 Interest revenue                                    $ 226,246          $ 263,358         $ 690,158        $ 799,485
 Interest expense                                       45,785             99,010           164,272          329,070
                                                  -------------     --------------    --------------   --------------
 Net interest revenue                                  180,461            164,348           525,886          470,415
 Provision for credit losses                            55,120             52,711           147,280          129,592
                                                  -------------     --------------    --------------   --------------
 Net interest revenue after
   provision for credit losses                         125,341            111,637           378,606          340,823

 Other operating revenue
   Brokerage and trading revenue                        24,944             30,846            71,437           19,297
   Transaction card revenue                             26,264             25,632            79,225           74,976
   Trust fees and commissions                           16,315             20,100            49,685           61,836
   Deposit service charges and fees                     30,464             30,404            86,290           88,289
   Mortgage banking revenue                             13,197              7,145            51,577           23,382
   Bank-owned life insurance                             2,634              2,829             7,369            7,999
   Margin asset fees                                        51              1,934               186            8,361
   Other revenue                                         6,087              7,768            18,794           20,124
                                                  -------------     --------------    --------------   --------------
  Total fees and commissions                           119,956            126,658           364,563          304,264
   Gain (loss) on other assets                           3,223               (841)            4,339           (1,986)
   Gain (loss) on derivatives, net                        (294)             4,366            (2,995)           3,518
   Gain (loss) on securities, net                       12,266              2,103            38,845            6,787
   Total other-than-temporary impairment losses         (6,133)                 -           (61,764)          (5,306)
   Portion of loss recognized in other comprehensive
      income                                            (2,752)                 -           (41,839)               -
                                                  -------------     --------------    --------------   --------------
   Net impairment losses recognized in earnings         (3,381)                 -           (19,925)          (5,306)
                                                  -------------     --------------    --------------   --------------
   Total other operating revenue                       131,770            132,286           384,827          307,277

 Other operating expense
   Personnel                                            98,012             87,549           286,830          265,252
   Business promotion                                    4,827              5,837            13,824           16,253
   Professional fees and services                        7,555              6,501            21,430           19,122
   Net occupancy and equipment                          15,884             15,570            48,115           45,731
   Insurance                                             6,092              2,436            17,628            8,772
   FDIC special assessment                                   -                  -            11,773                -
   Data processing and communications                   20,413             19,911            60,171           58,327
   Printing, postage and supplies                        3,716              4,035            12,359           12,610
   Net (gains) losses and operating expenses
     of repossessed assets                               3,497               (136)            6,299               13
   Amortization of intangible assets                     1,686              1,884             5,058            5,694
   Mortgage banking costs                                8,065              5,811            24,868           17,546
   Change in fair value of mortgage servicing rights     2,981              5,554            (6,839)           8,083
   Visa retrospective responsibility obligation              -              1,700                 -           (1,067)
   Other expense                                         6,004              7,638            18,780           20,626
                                                  -------------     --------------    --------------   --------------
 Total other operating expense                         178,732            164,290           520,296          476,962

 Net income before taxes                                78,379             79,633           243,137          171,138
 Federal and state income taxes                         24,772             22,958            81,925           54,546
                                                  -------------     --------------    --------------   --------------

 Net income before non-controlling interest             53,607             56,675           161,212          116,592
 Net income (loss) attributable to non-controlling
   interest                                              2,947                (10)            3,405           (1,197)
                                                  -------------     --------------    --------------   --------------

 Net income attributable to BOK Financial Corporation $ 50,660           $ 56,685         $ 157,807        $ 117,789
                                                  =============     ==============    ==============   ==============

 Average shares outstanding:
    Basic                                           67,392,059         67,263,317        67,351,436       67,305,916
    Diluted                                         67,513,700         67,432,444        67,450,172       67,463,012

 Net income per share:
   Basic                                                $ 0.75             $ 0.84            $ 2.33           $ 1.75
                                                  =============     ==============    ==============   ==============
   Diluted                                              $ 0.75             $ 0.84            $ 2.33           $ 1.74
                                                  =============     ==============    ==============   ==============
</TABLE>

 FINANCIAL HIGHLIGHTS - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands, except ratio and share data)
<TABLE>
                                                                                 Quarter Ended
                                                  ----------------------------------------------------------------------------------
                                                   September 30,      June 30,         March 31,      December 31,     September 30,
                                                      2009             2009              2009            2008             2008
                                                  -------------    --------------    --------------  --------------   --------------
 Capital:
<S>                                                <C>               <C>               <C>             <C>              <C>
   Period-end shareholders' equity                 $ 2,185,013       $ 2,050,572       $ 1,931,300     $ 1,846,257      $ 1,940,503
   Risk weighted assets                           $ 17,515,147      $ 18,338,540      $ 18,355,862    $ 18,401,051     $ 18,347,504
   Risk-based capital ratios:
     Tier 1                                             10.56%             9.86%             9.66%           9.40%            9.31%
     Total capital                                      14.10%            13.34%            13.08%          12.81%           12.62%
   Leverage ratio                                        8.16%             7.97%             7.85%           7.89%            7.94%
   Tangible common equity ratio (A)                      7.78%             7.55%             6.84%           6.64%            7.16%
   Tier 1 common equity ratio (B)                       10.45%             9.77%             9.58%           9.32%            9.20%

 Common stock:
   Book value per share                                $ 32.27           $ 30.30           $ 28.57         $ 27.36          $ 28.78

   Market value per share:
        High                                           $ 48.10           $ 43.02           $ 40.71         $ 54.42          $ 53.94
        Low                                            $ 34.81           $ 34.46           $ 22.95         $ 38.40          $ 38.61

   Cash dividends paid                                $ 16,280          $ 16,184          $ 15,027        $ 15,358         $ 15,170
   Dividend payout ratio                                32.14%            31.05%            27.31%          43.33%           26.76%
   Shares outstanding, net                          67,707,547        67,674,442        67,589,045      67,473,086       67,433,837
   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                               0.87%             0.91%             0.97%           0.63%            1.03%
  Return on average equity                               9.41%            10.42%            11.65%           7.39%           11.59%
  Net interest margin                                    3.63%             3.55%             3.47%           3.57%            3.48%
  Efficiency ratio                                      58.09%            61.02%            57.10%          54.94%           54.19%

 Other data:
     Gain (loss) on economic hedge of mortgage
        servicing rights                               $ 3,560         $ (10,199)         $ (2,118)       $ 15,089          $ 1,186
     Trust assets                                 $ 29,945,585      $ 29,288,041      $ 28,700,791    $ 30,454,512     $ 33,242,296
     Mortgage servicing portfolio                  $ 6,339,764       $ 6,082,501       $ 5,515,893     $ 5,256,159      $ 5,167,584
     Mortgage loan fundings during the quarter       $ 536,173       $ 1,023,272         $ 708,561       $ 214,521        $ 258,171
     Mortgage loan refinances to total fundings         49.00%            71.00%            73.51%          34.84%           25.14%
     Tax equivalent adjustment                         $ 1,982           $ 1,791           $ 2,105         $ 2,063          $ 1,927
     Unrealized gain (loss) on available for sale
        securities                                    $ 30,898        $ (128,492)       $ (261,856)     $ (330,973)      $ (158,652)

 (A) Tangible common equity ratio is a non-GAAP measure.
        Reconciliation to a GAAP financial measure follows:
         Total shareholders' equity                $ 2,185,013       $ 2,050,572       $ 1,931,300     $ 1,846,257      $ 1,940,503
         Less:  intangible assets, net                (356,152)         (357,838)         (359,523)       (361,209)        (363,177)
                                                  -------------    --------------    --------------  --------------   --------------
         Tangible common equity                    $ 1,828,861       $ 1,692,734       $ 1,571,777     $ 1,485,048      $ 1,577,326
                                                  =============    ==============    ==============  ==============   ==============

         Total assets                             $ 23,876,841      $ 22,768,319      $ 23,333,442    $ 22,734,648     $ 22,377,802
         Less:  intangible assets, net                (356,152)         (357,838)         (359,523)       (361,209)        (363,177)
                                                  -------------    --------------    --------------  --------------   --------------
                                                  $ 23,520,689      $ 22,410,481      $ 22,973,919    $ 22,373,439     $ 22,014,625
                                                  =============    ==============    ==============  ==============   ==============

         Tangible common equity ratio                    7.78%             7.55%             6.84%           6.64%            7.16%

 (B) Tier 1 common equity ratio is a non-GAAP measure.
        Reconciliation to a GAAP financial measure follows:
         Tier 1 capital                            $ 1,849,254       $ 1,807,705       $ 1,773,576     $ 1,728,926      $ 1,707,390
         Less:  non-controlling interest               (18,981)          (15,590)          (14,751)        (13,855)         (19,286)
                                                  -------------    --------------    --------------  --------------   --------------
         Tier 1 common equity                      $ 1,830,273       $ 1,792,115       $ 1,758,825     $ 1,715,071      $ 1,688,104
                                                  =============    ==============    ==============  ==============   ==============

         Risk weighted assets                     $ 17,515,147      $ 18,338,540      $ 18,355,862    $ 18,401,051     $ 18,347,504

         Tier 1 common equity ratio                     10.45%             9.77%             9.58%           9.32%            9.20%
</TABLE>

 QUARTERLY EARNINGS TRENDS - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands, except ratio and per share data)
<TABLE>
                                                                                 Quarter Ended
                                                  ----------------------------------------------------------------------------------
                                                   September 30,      June 30,       March 31,       December 31,      September 30,
                                                      2009             2009            2009             2008              2008
                                                  -------------    --------------  --------------   --------------    --------------
<S>                                                  <C>               <C>             <C>              <C>               <C>
 Interest revenue                                    $ 226,246         $ 230,685       $ 233,227        $ 262,160         $ 263,358
 Interest expense                                       45,785            55,105          63,382           85,713            99,010
                                                  -------------    --------------  --------------   --------------    --------------
 Net interest revenue                                  180,461           175,580         169,845          176,447           164,348
 Provision for credit losses                            55,120            47,120          45,040           73,001            52,711
                                                  -------------    --------------  --------------   --------------    --------------
 Net interest revenue after
   provision for credit losses                         125,341           128,460         124,805          103,446           111,637

 Other operating revenue
   Brokerage and trading revenue                        24,944            21,794          24,699           23,507            30,846
   Transaction card revenue                             26,264            27,533          25,428           25,177            25,632
   Trust fees and commissions                           16,315            16,860          16,510           17,143            20,100
   Deposit service charges and fees                     30,464            28,421          27,405           29,239            30,404
   Mortgage banking revenue                             13,197            19,882          18,498            7,217             7,145
   Bank-owned life insurance                             2,634             2,418           2,317            2,682             2,829
   Margin asset fees                                        51                68              67              187             1,934
   Other revenue                                         6,087             6,124           6,583            5,778             7,768
                                                   -------------    -------------   --------------   --------------    -------------
  Total fees and commissions                           119,956           123,100         121,507          110,930           126,658
   Gain (loss) on other assets                           3,223               973             143           (7,420)             (841)
   Gain (loss) on derivatives, net                        (294)           (1,037)         (1,664)          (2,219)            4,366
   Gain (loss) on securities, net                       12,266             6,471          20,108           20,156             2,103
   Total other-than-temporary impairment losses         (6,133)           (1,263)        (54,368)               -                 -
   Portion of loss recognized in other comprehensive
      income                                            (2,752)              279         (39,366)               -                 -
                                                  -------------    --------------  --------------   --------------    --------------
   Net impairment losses recognized in earnings         (3,381)           (1,542)        (15,002)               -                 -
                                                  -------------    --------------  --------------   --------------    --------------
   Total other operating revenue                       131,770           127,965         125,092          121,447           132,286

 Other operating expense
   Personnel                                            98,012            96,191          92,627           87,695            87,549
   Business promotion                                    4,827             4,569           4,428            7,283             5,837
   Professional fees and services                        7,555             7,363           6,512            7,923             6,501
   Net occupancy and equipment                          15,884            15,973          16,258           14,901            15,570
   Insurance                                             6,092             5,898           5,638            3,216             2,436
   FDIC special assessment                                   -            11,773               -                -                 -
   Data processing and communications                   20,413            20,452          19,306           19,720            19,911
   Printing, postage and supplies                        3,716             4,072           4,571            3,823             4,035
   Net (gains) losses and operating expenses
     of repossessed assets                               3,497               996           1,806            1,006              (136)
   Amortization of intangible assets                     1,686             1,686           1,686            1,967             1,884
   Mortgage banking costs                                8,065             9,336           7,467            4,967             5,811
   Change in fair value of mortgage servicing rights     2,981            (7,865)         (1,955)          26,432             5,554
   Visa retrospective responsibility obligation              -                 -               -           (1,700)            1,700
   Other expense                                         6,004             5,326           7,450            8,209             7,638
                                                  -------------    --------------  --------------   --------------    --------------
 Total other operating expense                         178,732           175,770         165,794          185,442           164,290

 Net income before taxes                                78,379            80,655          84,103           39,451            79,633
 Federal and state income taxes                         24,772            28,315          28,838           10,363            22,958
                                                  -------------    --------------  --------------   --------------    --------------

 Net income before non-controlling interest             53,607            52,340          55,265           29,088            56,675
 Net income (loss) attributable to non-controlling
    interest                                             2,947               225             233           (6,355)              (10)
                                                  -------------    --------------  --------------   --------------    --------------

 Net income attributable to BOK Financial Corporation $ 50,660          $ 52,115        $ 55,032         $ 35,443          $ 56,685
                                                  =============    ==============  ==============   ==============    ==============

 Average shares outstanding:
    Basic                                           67,392,059        67,344,577      67,315,986       67,294,069        67,263,317
    Diluted                                         67,513,700        67,448,029      67,387,102       67,456,267        67,432,444

 Net income per share:
   Basic                                                $ 0.75            $ 0.77          $ 0.81        $ 0.53                $0.84
   Diluted                                              $ 0.75            $ 0.77          $ 0.81        $ 0.52                $0.84
</TABLE>

 LOANS BY PRINCIPAL MARKET AREA - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands)
<TABLE>
                                                                                Quarter Ended
                                              -------------------------------------------------------------------------------------
                                               September 30,       June 30,         March 31,       December 31,      September 30,
                                                  2009              2009              2009             2008              2008
                                              -------------     --------------    --------------   --------------    --------------
Oklahoma:
<S>                                            <C>                <C>               <C>              <C>               <C>
    Commercial                                 $ 2,738,217        $ 2,918,478       $ 3,119,362      $ 3,356,520       $ 3,368,823
    Commercial real estate                         815,362            855,742           881,620          843,576           827,357
    Residential mortgage                         1,245,917          1,249,104         1,234,417        1,196,924         1,134,066
    Consumer                                       483,369            521,431           562,021          579,809           580,211
                                              -------------     --------------    --------------   --------------    --------------
        Total Oklahoma                           5,282,865          5,544,755         5,797,420        5,976,829         5,910,457

Texas:
    Commercial                                   2,075,379          2,182,756         2,277,186        2,353,860         2,205,169
    Commercial real estate                         734,742            741,199           816,830          825,769           853,653
    Residential mortgage                           335,797            345,780           337,044          315,438           307,655
    Consumer                                       188,374            196,752           214,134          212,820           214,133
                                              -------------     --------------    --------------   --------------    --------------
        Total Texas                              3,334,292          3,466,487         3,645,194        3,707,887         3,580,610

New Mexico:
    Commercial                                     344,910            380,378           393,180          418,732           442,644
    Commercial real estate                         344,988            313,190           315,511          286,574           281,061
    Residential mortgage                            88,271             90,944            99,805           98,018            95,165
    Consumer                                        18,176             18,826            19,900           18,616            18,296
                                              -------------     --------------    --------------   --------------    --------------
        Total New Mexico                           796,345            803,338           828,396          821,940           837,166

Arkansas:
    Commercial                                      99,559             97,676            99,955          103,446           104,630
    Commercial real estate                         128,984            133,026           133,227          134,015           127,925
    Residential mortgage                            19,128             19,015            17,145           16,875            16,941
    Consumer                                       136,461            152,620           168,971          175,647           183,543
                                              -------------     --------------    --------------   --------------    --------------
        Total Arkansas                             384,132            402,337           419,298          429,983           433,039

Colorado:
    Commercial                                     569,549            595,858           675,223          660,546           598,519
    Commercial real estate                         249,879            269,923           267,035          261,820           266,739
    Residential mortgage                            68,667             58,557            59,120           53,875            49,676
    Consumer                                        18,272             14,097            14,599           16,141            18,328
                                              -------------     --------------    --------------   --------------    --------------
        Total Colorado                             906,367            938,435         1,015,977          992,382           933,262

Arizona:
    Commercial                                     219,330            215,540           211,953          211,356           213,861
    Commercial real estate                         257,169            262,607           285,841          319,525           326,615
    Residential mortgage                            57,304             58,265            61,605           62,123            58,800
    Consumer                                         4,826              3,229             5,261            6,075             5,551
                                              -------------     --------------    --------------   --------------    --------------
        Total Arizona                              538,629            539,641           564,660          599,079           604,827

Kansas:
    Commercial                                     323,112            325,165           324,671          307,143           340,156
    Commercial real estate                          29,211             36,006            32,017           29,969            30,642
    Residential mortgage                            14,740             12,310            10,814            9,321             7,650
    Consumer                                         1,871              1,454             1,469            1,473             2,161
                                              -------------     --------------    --------------   --------------    --------------
        Total Kansas                               368,934            374,935           368,971          347,906           380,609

                                              -------------     --------------    --------------   --------------    --------------
TOTAL BOK FINANCIAL                            $ 11,611,564      $ 12,069,928      $ 12,639,9168    $ 12,876,006      $ 12,679,970
                                              =============     ==============    ==============   ==============    ==============
</TABLE>

 DEPOSITS BY PRINCIPAL MARKET AREA - UNAUDITED
 BOK FINANCIAL CORPORATION
 (In thousands)
<TABLE>
                                                                                 Quarter Ended
                                              -------------------------------------------------------------------------------------
                                               September 30,       June 30,         March 31,       December 31,      September 30,
                                                  2009              2009              2009             2008              2008
                                              -------------     --------------    --------------   --------------    --------------
Oklahoma:
<S>                                            <C>                <C>               <C>              <C>               <C>
    Demand                                     $ 1,895,980        $ 1,451,057       $ 1,651,111      $ 1,683,374       $ 1,681,325
    Interest-bearing:
       Transaction                               4,566,058          4,374,089         4,089,838        4,117,729         4,151,430
       Savings                                      93,443             94,048            95,827           86,476            86,900
       Time                                      1,765,980          2,033,312         2,876,313        3,104,933         3,036,297
                                              -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                       6,425,481          6,501,449         7,061,978        7,309,138         7,274,627
                                              -------------     --------------    --------------   --------------    --------------
Total Oklahoma                                   8,321,461          7,952,506         8,713,089        8,992,512         8,955,952
                                              -------------     --------------    --------------   --------------    --------------

Texas:
    Demand                                       1,138,794          1,002,266         1,021,424        1,067,456           956,846
    Interest-bearing:
       Transaction                               1,716,460          1,660,642         1,527,399        1,460,576         1,543,974
       Savings                                      35,724             33,992            33,867           32,071            32,400
       Time                                      1,007,579          1,035,919         1,054,632          857,416           794,911
                                              -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                       2,759,763          2,730,553         2,615,898        2,350,063         2,371,285
                                              -------------     --------------    --------------   --------------    --------------
Total Texas                                      3,898,557          3,732,819         3,637,322        3,417,519         3,328,131
                                              -------------     --------------    --------------   --------------    --------------

New Mexico:
    Demand                                         216,330            175,033           180,308          155,345           176,477
    Interest-bearing:
       Transaction                                 424,528            434,498           401,000          397,382           376,941
       Savings                                      18,039             18,255            17,858           16,289            16,316
       Time                                        511,507            542,388           561,300          522,894           475,560
                                              -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                         954,074            995,141           980,158          936,565           868,817
                                              -------------     --------------    --------------   --------------    --------------
Total New Mexico                                 1,170,404          1,170,174         1,160,466        1,091,910         1,045,294
                                              -------------     --------------    --------------   --------------    --------------

Arkansas:
    Demand                                          19,077             17,261            16,503           16,293            23,565
    Interest-bearing:
       Transaction                                  85,061             73,972            63,924           38,566            19,146
       Savings                                       1,131              1,031             1,100            1,083               865
       Time                                        137,109            162,505           150,015           75,579            47,684
                                              -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                         223,301            237,508           215,039          115,228            67,695
                                              -------------     --------------    --------------   --------------    --------------
Total Arkansas                                     242,378            254,769           231,542          131,521            91,260
                                              -------------     --------------    --------------   --------------    --------------

Colorado:
    Demand                                         121,555            113,895           111,048          116,637           115,677
    Interest-bearing:
       Transaction                                 477,418            445,521           466,276          480,113           440,888
       Savings                                      18,518             18,144            18,905           17,660            19,300
       Time                                        520,906            579,709           584,971          532,475           428,872
                                              -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                       1,016,842          1,043,374         1,070,152        1,030,248           889,060
                                              -------------     --------------    --------------   --------------    --------------
Total Colorado                                   1,138,397          1,157,269         1,181,200        1,146,885         1,004,737
                                              -------------     --------------    --------------   --------------    --------------

Arizona:
    Demand                                          54,046             55,975            54,362           39,424            45,725
    Interest-bearing:
       Transaction                                  95,242             89,842            66,809           56,985            64,463
       Savings                                         971              1,282               970            1,014             1,033
       Time                                         56,809             59,775            54,923           34,290            14,433
                                              -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                         153,022            150,899           122,702           92,289            79,929
                                              -------------     --------------    --------------   --------------    --------------
Total Arizona                                      207,068            206,874           177,064          131,713           125,654
                                              -------------     --------------    --------------   --------------    --------------

Kansas / Missouri:
    Demand                                          16,406              9,692            16,140            3,850             5,548
    Interest-bearing:
       Transaction                                  15,682             12,907            11,976           10,999             9,780
       Savings                                          70                 54               117               42                33
       Time                                         84,923            158,325           141,505           55,656            19,794
                                              -------------     --------------    --------------   --------------    --------------
    Total interest-bearing                         100,675            171,286           153,598           66,697            29,607
                                              -------------     --------------    --------------   --------------    --------------
Total Kansas / Missouri                            117,081            180,978           169,738           70,547            35,155
                                              -------------     --------------    --------------   --------------    --------------

TOTAL BOK FINANCIAL                            $ 15,095,346      $ 14,655,389      $ 15,270,4219    $ 14,982,607      $ 14,586,183
                                              =============     ==============    ==============   ==============    ==============
</TABLE>

 NET INTEREST MARGIN TREND - UNAUDITED
 BOK FINANCIAL CORPORATION
<TABLE>
                                                                                 Quarter Ended
                                                ------------------------------------------------------------------------------------
                                                 September 30,      June 30,         March 31,       December 31,      September 30,
                                                    2009             2009              2009             2008              2008
                                                -------------    --------------    --------------   --------------    --------------
TAX-EQUIVALENT ASSETS YIELDS
<S>                                                <C>               <C>               <C>              <C>               <C>
Trading securities                                 4.72%             3.49%             3.69%            6.55%             5.61%
Funds sold and resell agreements                   0.11%             0.19%             0.24%            0.76%             1.44%
Securities:
    Taxable                                        4.18%             4.50%             4.90%            5.12%             5.09%
    Tax-exempt                                     5.03%             5.69%             6.64%            6.43%             6.64%
                                                -------------    --------------    --------------   --------------    --------------
Total securities                                   4.21%             4.54%             4.96%            5.17%             5.15%
Total loans                                        4.67%             4.64%             4.56%            5.27%             5.69%
Less Allowance for loan losses                        -                  -              -                  -                  -
                                                -------------    --------------    --------------   --------------    --------------
Total loans, net                                   4.78%             4.74%             4.65%            5.35%             5.77%
                                                -------------    --------------    --------------   --------------    --------------
Total tax-equivalent yield on earning assets       4.54%             4.65%             4.75%            5.28%             5.55%
COST OF INTEREST-BEARING LIABILITIES
Interest-bearing deposits:
  Interest-bearing transaction                     0.65%             0.78%             0.95%            1.51%             1.72%
  Savings                                          0.48%             0.25%             0.28%            0.37%             0.37%
  Time                                             2.20%             2.48%             2.83%            3.28%             3.39%
                                                -------------    --------------    --------------   --------------    --------------
Total interest-bearing deposits                    1.23%             1.49%             1.76%            2.29%             2.39%
Funds purchased and repurchase agreements          0.32%             0.35%             0.45%            0.94%             1.98%
Other borrowings                                   0.38%             0.49%             0.58%            1.51%             2.56%
Subordinated debt                                  5.53%             5.67%             5.67%            5.48%             5.55%
                                                -------------    --------------    --------------   --------------    --------------
Total cost of interest-bearing liabilities         1.09%             1.31%             1.50%            2.02%             2.41%
                                                -------------    --------------    --------------   --------------    --------------
Tax-equivalent net interest revenue spread         3.45%             3.34%             3.25%            3.26%             3.14%
Effect of noninterest-bearing funding sources
   and other                                       0.18%             0.21%             0.22%            0.31%             0.34%
                                                -------------    --------------    --------------   --------------    --------------
Tax-equivalent net interest margin                 3.63%             3.55%             3.47%            3.57%             3.48%
                                                =============    ==============    ==============   ==============    ==============
</TABLE>

 CREDIT QUALITY INDICATORS
 BOK FINANCIAL CORPORATION
 (In thousands, except ratios)
<TABLE>
                                                                                   Quarter Ended
                                                  ----------------------------------------------------------------------------------
                                                   September 30,      June 30,        March 31,       December 31,     September 30,
                                                      2009             2009             2009             2008             2008
                                                  -------------    --------------   --------------   --------------   --------------
 Nonperforming assets:
   Nonaccruing loans (B):
<S>                                                  <C>               <C>              <C>              <C>              <C>
       Commercial                                    $ 128,266         $ 126,510        $ 128,501        $ 134,846        $ 105,757
       Commercial real estate                          212,418           189,586          175,487          137,279           78,235
       Residential mortgage                             38,220            35,860           34,182           27,387           27,075
       Consumer                                          3,897             1,037            1,065              561              758
                                                  -------------    --------------   --------------   --------------   --------------
   Total nonaccruing loans                           $ 382,801         $ 352,993        $ 339,235        $ 300,073        $ 211,825
   Renegotiated loans (A)                               17,426            17,479           13,623           13,039           12,326
   Real estate and other repossessed assets             89,507            75,243           61,383           29,179           28,088
                                                  -------------    --------------   --------------   --------------   --------------
       Total nonperforming assets                    $ 489,734         $ 445,715        $ 414,241        $ 342,291        $ 252,239
                                                  =============    ==============   ==============   ==============   ==============

 Nonaccruing loans by principal market (B):
    Oklahoma                                         $ 112,610         $ 108,490        $ 105,536        $ 108,367         $ 87,885
    Texas                                               65,911            51,582           55,225           42,934           29,141
    New Mexico                                          35,541            29,640           18,046           16,016           12,293
    Arkansas                                             5,911             3,888            4,078            3,263            3,386
    Colorado                                            50,432            45,794           38,567           32,415           20,980
    Arizona                                            108,161           106,076          111,772           80,994           54,832
    Kansas                                               4,235             7,523            6,011           16,084            3,308
                                                  -------------    --------------   --------------   --------------   --------------
       Total nonaccruing loans                       $ 382,801         $ 352,993        $ 339,235        $ 300,073        $ 211,825
                                                  =============    ==============   ==============   ==============   ==============

 Nonaccruing loans by loan portfolio sector (B):
 Commercial:
    Energy                                            $ 48,992          $ 53,842         $ 49,618         $ 49,364         $ 49,839
    Manufacturing                                       17,429            16,975           18,248            7,343            6,479
    Wholesale / retail                                   7,623            10,983            8,650           18,773            7,806
    Agriculture                                             98               105              115              680              755
    Services                                            30,094            24,713           30,226           36,873           26,581
    Healthcare                                          13,758            14,222           14,288           12,118            3,300
    Other                                               10,272             5,670            7,356            9,695           10,997
                                                  -------------    --------------   --------------   --------------   --------------
       Total commercial                                128,266           126,510          128,501          134,846          105,757
 Commercial real estate:
    Land development and construction                  113,868            97,425           99,922           76,082           53,624
    Retail                                              22,254            17,474            9,893           15,625           13,011
    Office                                              31,406            27,685           23,305            7,637            3,022
    Multifamily                                         28,223            27,827           27,198           24,950              896
    Industrial                                             527               527              575            6,287              390
     Other commercial real estate                       16,140            18,648           14,594            6,698            7,292
                                                  -------------    --------------   --------------   --------------   --------------
       Total commercial real estate                    212,418           189,586          175,487          137,279           78,235
 Residential mortgage:
    Permanent mortgage                                  36,431            34,149           32,848           26,233           26,401
    Home equity                                          1,789             1,711            1,334            1,154              674
                                                  -------------    --------------   --------------   --------------   --------------
       Total residential mortgage                       38,220            35,860           34,182           27,387           27,075
 Consumer                                                3,897             1,037            1,065              561              758
                                                  -------------    --------------   --------------   --------------   --------------
       Total nonaccruing loans                       $ 382,801         $ 352,993        $ 339,235        $ 300,073        $ 211,825
                                                  =============    ==============   ==============   ==============   ==============
                                                             -                 -                -                -                -
 Performing loans 90 days past due                    $ 24,238          $ 32,479         $ 46,123         $ 19,123         $ 20,213

 Gross charge-offs                                    $ 38,581          $ 37,409         $ 34,535         $ 35,681         $ 33,926
 Recoveries                                              2,594             2,472            2,664            2,022           13,712
                                                  -------------    --------------   --------------   --------------   --------------
 Net charge-offs                                      $ 35,987          $ 34,937         $ 31,871         $ 33,659         $ 20,214
                                                  =============    ==============   ==============   ==============   ==============

 Provision for credit losses                          $ 55,120          $ 47,120         $ 45,040         $ 73,001         $ 52,711

 Reserve for loan losses to period end loans             2.42%             2.18%            1.99%            1.81%            1.47%
 Combined reserves for credit losses to period end loans 2.52%             2.27%            2.07%            1.93%            1.65%
 Nonperforming assets to period end loans
     and repossessed assets                              4.19%             3.67%            3.26%            2.65%            1.98%
 Net charge-offs (annualized) to average loans           1.21%             1.13%            1.00%            1.05%            0.64%
 Reserve for loan losses to nonaccruing loans           73.38%            74.59%           73.99%           77.73%           88.05%
 Combined reserves for credit losses to
     nonaccruing loans                                  76.51%            77.55%           77.11%           82.78%           98.69%

 (A) includes residential mortgage loans guaranteed by$ 11,234          $ 11,079         $ 10,514         $ 10,396          $ 9,604
        agencies of the U.S. government.  These loans
        have been modified to extend payment terms and/or
        reduce interest rates to current market.
 (B) includes loans subject to First United Bank seller$ 4,173           $ 8,305         $ 11,287         $ 13,181         $ 13,262
</TABLE>
</TEXT>
</DOCUMENT>
</SUBMISSION>
