Rule 424(b)(3)
                                           Reg. No. 33-55797

                                         IV FOURTH FINANCIAL
                                                CORPORATION 





       THIS DOCUMENT CONSTITUTES PART OF A PROSPECTUS
        COVERING SECURITIES THAT HAVE BEEN REGISTERED
              UNDER THE SECURITIES ACT OF 1933


                         SUPPLEMENT
                   dated November 14, 1994

                             to


                   OKLAHOMA SAVINGS, INC.

                 PROXY STATEMENT-PROSPECTUS
                   dated November 10, 1994
                             for
               Special Meeting of Stockholders
                To be Held December 15, 1994

                  and for 372,262 Shares of
                FOURTH FINANCIAL CORPORATION
                 Common Stock, $5 Par Value



          The Proxy Statement-Prospectus, dated November 10,
1994, furnished in connection with the solicitation of proxies
by the Board of Directors of Oklahoma Savings, Inc., a
Delaware corporation ("OSI"), in connection with a Special
Meeting of Stockholders of OSI to be held at 10:00 a.m.,
Central Standard Time on December 15, 1994 (the "Special
Meeting"), at the office of Stillwater Federal Savings Bank,
601 South Husband, Stillwater, Oklahoma, and for the maximum
of 372,262 shares of common stock, par value $5 per share
("Fourth Stock"), of Fourth Financial Corporation ("Fourth
Financial") expected to be issued in connection with the
merger of OSI into Fourth Financial is hereby amended by this
Supplement to incorporate by reference the Form 10-Q of Fourth
Financial for the quarter ended September 30, 1994, a copy of
which is attached hereto.  It is suggested that you keep this
Supplement with the Proxy Statement-Prospectus.


                      _________________

THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
 SECURITIES AND EXCHANGE COMMISSION NOR HAS THE COMMISSION
 PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.
 ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

                      _________________


      The date of this Supplement is November 14, 1994

     Form 10-Q of Fourth Financial Corporation for the quarter
ended September 30, 1994 and filed with the Securities and
Exchange Commission on November 14, 1994, Accession Number
0000038475-94-000018, is omitted.