Cullen/Frost Bankers (CFR) 8-K Cullen/frost Announces Offering of Capital Securities

EXHIBIT 99.1
	Greg Parker
	Investor Relations
	210.220.5632
	or
	Renee Sabel
	Media Relations
	210.220.5416
FOR IMMEDIATE RELEASE
February 6, 2004
CULLEN/FROST ANNOUNCES OFFERING OF CAPITAL SECURITIES
SAN ANTONIO -Cullen/Frost Bankers, Inc. ("Cullen/Frost") has announced that Cullen/Frost Capital Trust II, a Delaware statutory trust (the "Issuer Trust") and wholly owned subsidiary of Cullen/Frost has agreed to issue and sell $100,000,000 of Floating Rate (three-month LIBOR plus a margin of 1.55 percent) Capital Securities, Series A (the "Capital Securities"), which will represent beneficial interests in the assets of the Issuer Trust, to an initial purchaser in a private transaction not registered under the Securities Act of 1933, as amended (the "Securities Act"). The initial purchaser proposes to offer and sell the Capital Securities to "qualified institutional buyers" (as defined in Rule 144A under the Securities Act). It is expected that the Capital Securities will be delivered against payment on February 13, 2004. The Capital Securities will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.
Forward-Looking Statements and Factors that Could Affect Future Results
Certain statements contained in this Release that are not statements of historical fact constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Act"), notwithstanding that such statements are not specifically identified. In addition, certain statements may be contained in the Corporation's future filings with the SEC, in press releases, and in oral and written statements made by or with the approval of the Corporation that are not statements of historical fact and constitute forward-looking statements within the meaning of the Act. Examples of forward-looking statements include, but are not limited to: (i) projections of revenues, income or loss, earnings or loss per share, the payment or nonpayment of dividends, capital structure and other financial items; (ii) statements of plans and objectives of Cullen/Frost or its management or Board of Directors, including those relating to products or services; (iii)&nbs p;statements of future economic performance; and (iv) statements of assumptions underlying such statements. Words such as "believes", "anticipates", "expects", "intends", "targeted" and similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements.

Forward-looking statements involve risks and uncertainties that may cause actual results to differ materially from those in such statements. Factors that could cause actual results to differ from those discussed in the forward-looking statements include, but are not limited to:
w	Local, regional and international economic conditions and the impact they may have on the Corporation and its customers and the Corporation's assessment of that impact.
w	Changes in estimates of future reserve requirements based upon the periodic review thereof under relevant regulatory and accounting requirements.
w	The effects of and changes in trade, monetary and fiscal policies and laws, including interest rate policies of the Federal Reserve Board.
w	Inflation, interest rate, market and monetary fluctuations.
w	Political instability.
w	Acts of war or terrorism.
w	The timely development and acceptance of new products and services and perceived overall value of these products and services by users.
w	Changes in consumer spending, borrowings and savings habits.
w	Technological changes.
w	Acquisitions and integration of acquired businesses.
w	The ability to increase market share and control expenses.
w	Changes in the competitive environment among financial holding companies.
w	The effect of changes in laws and regulations (including laws and regulations concerning taxes, banking, securities and insurance) with which the Corporation and its subsidiaries must comply.
w	The effect of changes in accounting policies and practices, as may be adopted by the regulatory agencies as well as the Financial Accounting Standards Board and other accounting standard setters.
w	Changes in the Corporation's organization, compensation and benefit plans.
w	The costs and effects of litigation and of unexpected or adverse outcomes in such litigation.
w	Greater than expected costs or difficulties related to the integration of new lines of business.
w	The Corporation's success at managing the risks involved in the foregoing items.
Forward-looking statements speak only as of the date on which such statements are made. The Corporation undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made, or to reflect the occurrence of unanticipated events.