Exhibit 23.04








                    CONSENT OF INDEPENDENT AUDITORS




     We consent to the incorporation by reference in the Registration Statements
(Form S-8 No. 2-80907, No. 33-34455, No. 33-61456, No. 33-53857, No. 33-37477, 
and No. 33-55364) pertaining to the Amended and Restated Fourth Financial 
Corporation 1981 Incentive Stock Option Plan, the Amended and Restated Fourth 
Financial Corporation 1986 Incentive Stock Option Plan, the Fourth Financial 
Corporation 1993 Employee Stock Purchase Plan, the Fourth Financial Corporation
1993 Incentive Stock Option Plan, the Fourth Financial Corporation Savings and
Investment Plan, and the Fourth Financial Corporation Amended and Restated
Executive Employees' Deferred Compensation Plan of our reports dated September
16, 1993, with respect to the consolidated financial statements of Ponca
Bancshares, Inc. and Subsidiary and of Security Bank & Trust Company of Ponca
City, Oklahoma and Subsidiaries as of December 31, 1992 and for the periods then
ended included in Fourth Financial Corporation's Annual Report on Form 10-K for
the year ended December 31, 1994.





/s/ GRA, Thompson, White & Co., P.A.

GRA, Thompson, White & Co., P.A.


Merriam, Kansas
March 10, 1994