BOK Financial Corporation
Exhibit 99

                                      PROXY

                            BOK FINANCIAL CORPORATION
                                  P.O. Box 2300
                             Bank of Oklahoma Tower
                              Tulsa, Oklahoma 74192


         The undersigned hereby appoints Frederic Dorwart and Tamara R. Wagman
as Proxies, each with the power to appoint his or her substitute, and hereby
authorized them to represent and to vote, as designated on the reverse side, all
the shares of common stock of BOK Financial Corporation held of record by the
undersigned on March 14, 2003 at the annual meeting of shareholder to be held on
April 29, 2003 or any adjournment thereof.

         This proxy when property executed will be voted in the manner directed
herein by the undersigned stockholder. If no direction is made, this proxy will
be voted for all nominees listed.

BOK Financial Corporation
P.O. Box 2300
Bank of Oklahoma Tower
Tulsa, OK  74192

Please  Mark,  Sign,  Date and  Return  the Proxy  Promptly  Using the  Enclosed
Envelope. The board of directors recommends a vote for Items 1,2, and 3.

Votes MUST be Indicated (x) in Black or Blue Ink.

1.  ELECTION OF DIRECTORS   [     ]  FOR all nominees listed below
                            [     ]  WITHHOLD AUTHORITY to vote for all nominees
                                     listed below.
                            [     ]  EXCEPTIONS

Nominees:  C Fred Fall Jr.,  Sharon J. Bell,  Peter C.  Boylan,  III,  Joseph E.
Cappy, Luke R. Corbett,  William E. Durrett, James O. Goodwin,  Robert G. Greer,
David F. Griffin,  V. Burns  Hargis,  E. Carey  Joullian,  IV, George B. Kaiser,
David L. Kyle,  Robert J.  LaFortune,  Philip C.  Lauinger,  Jr., John C. Lopez,
Stanley  A.  Lybarger,  Steven  J.  Malcolm,  Paula  Marshall-Chapman,  Frank A.
McPherson,  Steven E. Moore, J. Larry Nichols,  Robert L. Parker,  Sr., James A.
Robinson, L. Francis Rooney, III, Scott F. Zarrow.

(INSTRUCTIONS:  To withhold authority to vote for any individual  nominee,  mark
the "exceptions" box and write that nominee's name in the space provided below).

*EXCEPTIONS ______________________________________________________________

2.  Approval of BOKF 2003 Stock Plan and the  existing  BOKF 1993,  1994,  1997,
2000, and 2001 Stock Option Plans.

___ For         ____ Against            _____ Abstain

3.  Approval of the executive performance-based compensation plan.

___ For         ____ Against            _____ Abstain

In their  discretion the proxies are authorized to vote upon such other business
as may properly come before the meeting.

To change your address, please mark this box. [ ]

Please  sign  exactly  as name  appears  hereon.  When  shares are held by joint
tenants, both should sign. When signing as attorney, as executor, administrator,
trustee or guardian,  please give full title as such. If a  corporation,  please
sign in full corporate name by President or other authorized officer.

Please sign exactly as name appears hereon. When shares are held by joint
tenants, both should sign. When signing as attorney, as executor, administrator,
trustee, or guardian, please give full title as such. If a corporation, please
sign in full corporate name by President or other authorized officer.

_______ Date   __________________________ Share Owner sign here

               __________________________ Co-Owner sign here