BOK FINANCIAL CORPORATION

        NASDAQ: BOKF


        For Further Information Contact:        Danny M. Boyd
                                                Corporate Communications
                                                (918) 588-6348

                                                Jim Ulrich
                                                Investor Relations
                                                (918) 588-6135


             BOK FINANCIAL CORPORATION REPORTS RECORD 2002 EARNINGS
                Non-interest Revenue, Expansion Reinforce Growth

     TULSA, Okla.  (Wednesday,  Jan. 22, 2003)--A  combination of solid loan and
deposit  growth,  consistent  increases in  non-interest  revenue and  continued
expansion  in  high-growth  markets  contributed  to  record  earnings  for  BOK
Financial Corporation in 2002.

     The Tulsa-based  financial  services  company reported net income of $150.4
million,  a 29 percent  increase  over 2001 and an extension  of the  consistent
income growth  experienced  since the company's  inception 12 years ago. For the
fourth  quarter,  net earnings were $38.8  million,  up 29 percent from the same
period of 2001.  Diluted  earnings  per share rose to $2.48 for the year,  up 27
percent from the previous year.  For the fourth  quarter,  diluted  earnings per
share rose 26  percent,  to 63 cents.  BOK  Financial  adopted a new  accounting
standard in 2002 that discontinued amortization of goodwill. If the standard had
been effective during 2001, net income that year would have been $122.9 million,
translating to a 22 percent increase in net income for 2002.

     "The  company's  performance  in 2002 continues to validate our strategy of
leveraging  our market  leadership in Oklahoma to expand in Texas and other high
growth markets," said Stan Lybarger, the company's president and chief executive
officer. "Our talented employees demonstrated once again the value of delivering
nationally competitive products with community bank service."


Page 2-BOKF 2002 Earnings

     Total revenue for 2002 rose 18 percent over the previous year. Net interest
revenue,  fee and commission revenue and net gains on securities and derivatives
all contributed to the revenue growth.

     Net  interest  revenue  was up 12  percent  for the year due to  growth  in
earning assets. Despite a soft economy, total loans grew 10 percent and deposits
grew 18 percent,  contributing  to the growth in net interest  revenue.  Fee and
commission  revenue  also rose 12 percent.  The  increase in fee and  commission
revenue  was led by  year-over-year  increases  in service  charges  and fees on
deposit  accounts (32 percent),  brokerage and trading  revenue (24 percent) and
transaction  card revenue (20 percent).  Checking account  overdraft  protection
contributed  to growth in  revenue  from  service  charges  and fees on  deposit
accounts  while higher  trading  volume was a key factor in higher  revenue from
brokerage and trading activities. The continued growth in debit card use and the
addition of new financial  institution  clients  contributed  to the increase in
transaction card revenue.

     "We again  demonstrated  the value of our fee revenue sources that supplied
41 percent of our  combined net interest  and fee revenue  base,  which  remains
ahead of our peer group,"  Lybarger said. "A diverse  revenue base from products
and services  that  generate  fees and  commissions  continues to  contribute to
consistent income growth through economic cycles."

     Overall,  BOK  Financial  recognized  gains  on  derivatives  and  sales of
securities  of $65 million,  up $38 million from 2001.  Of the total gains,  $26
million  represented  gains associated with the mortgage  servicing rights (MSR)
hedge  program.  The company  maintains a portfolio of securities as an economic
hedge of its MSR assets in addition to  securities it holds for  investment  and
liquidity purposes. The $26 million gain from the MSR hedging strategy partially
offset the $46 million provision for impairment of MSR taken in 2002 as mortgage
rates hit historic lows.

     "The  importance of our hedging  strategy is evident,  and if rates rise as
the economy  strengthens,  we expect  mortgage  servicing  valuations  to rise,"
Lybarger said.


Page 3-BOKF 2002 Earnings

     Net  gains  on the  sale of other  available-for-sale  securities  were $33
million compared to net gains of $18 million in 2001. BOK Financial followed its
strategy of managing for total return  during 2002.  Mortgage-backed  securities
were  sold to reduce  the  level of  prepayment  risk in the low  interest  rate
environment.

     Operating  expenses  increased 15 percent to $426 million for the full year
2002.  Excluding the provision for impairment and amortization of MSR, operating
expenses  were up only 4 percent.  Both the  impairment  and  amortization  were
extraordinarily  high  during  2002 as a result  of  record-high  mortgage  loan
refinance activity.  Data processing and communications expenses rose 18 percent
for the  year due to an  increase  in  overall  transaction  volumes.  Personnel
expenses were up 12 percent for the year due to increased compensation rates and
staffing and growth in incentive compensation.

     Total  assets rose 9 percent to $12.2  billion.  Loans grew to $6.9 billion
during 2002. BOK Financial's  Bank of Oklahoma  subsidiary  opened a Denver loan
production  office last January that posted $65 million in loans  outstanding by
year-end.  The acquisition of Houston-based  Bank of Tanglewood in October added
$132 million to the loan portfolio.  Overall,  commercial  loans grew 9 percent,
commercial  real  estate  loans 7  percent  and  residential  mortgage  loans 22
percent.

     "The  acquisition  of Bank of  Tanglewood in Houston and the opening of our
Denver loan production office  contributed to growth in commercial  lending in a
soft economy,"  Lybarger said.  "Our Denver office  demonstrated  once again the
company's  ability to leverage our strengths to target growth  opportunities  in
neighboring  states.  We believe our position in middle market lending,  private
banking and trust  services will continue to give us  competitive  advantages in
growing markets."

     The quality of the loan  portfolio  continued to be evident.  Nonperforming
assets  totaled $57 million or 0.84 percent of period-end  loans at December 31,
2002  compared  with $51  million  or 0.83  percent  of period end loans for the
previous year end. The 2002 year-end  allowance for loan losses was $116 million
or 1.72 percent of period end loans and 233 percent of nonperforming  loans. Net
charge-offs  to average  loans  declined to 0.33  percent for the year from 0.35
percent for the previous year.

Page 4-BOKF 2002 Earnings

     Total  deposits grew 18 percent to $8.1 billion  during 2002.  The increase
included a $604 million growth in interest-bearing transaction deposits and $447
million in time deposits. The growth in deposits enabled BOK Financial to reduce
its borrowed funds by $198 million and funded asset growth.

     BOKF is a regional  financial  services  company with total assets of $12.2
billion at Dec. 31, 2002. The company provides  commercial and consumer banking,
investment  and  trust  services,  mortgage  origination  and  servicing  and an
electronic funds transfer network. Holdings include Bank of Oklahoma, N.A., Bank
of Texas, N.A., Bank of Albuquerque, N.A., Bank of Arkansas, N.A., the TransFund
electronic  funds network and  broker/dealer  BOSC, Inc. Shares of BOK Financial
are traded on the NASDAQ under the symbol BOKF. For more  information  visit our
web site at www.bokf.com.



     This news release  contains  forward-looking  statements  that are based on
management's  beliefs,   assumptions,   current   expectations,   estimates  and
projections  about BOK Financial Corp., 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 judgements relating to, and discussion of the provision and allowance
for credit losses  involve  judgements  as to future  events and are  inherently
forward-looking  statements.  Assessments  that  BOKF'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
BOKF 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 expressed,  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 BOKF  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 non-traditional competitors, (6) changes in banking regulations,
tax laws,  prices,  levies,  and  assessments,  (7) the impact of  technological
advances,  and (8) trends in customer behavior as well as their ability to repay
loans. BOK Financial Corp. 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.