EXHIBIT 23

                         Consent of Independent Auditors

We consent to the incorporation by reference in the Registration Statement
(Form S-8 No. 33-30776) pertaining to the Cullen/Frost Bankers, Inc. 1983
Nonqualified Stock Option Plan, the Registration Statement (Form S-8 No.
33-30777) pertaining to the Cullen/Frost Bankers, Inc. 1988 Nonqualified
Stock Option Plan, the Registration Statement (Form S-8 No. 33-37500)
pertaining to the 401(k) Stock Purchase Plan for Employees of Cullen/Frost
Bankers, Inc. and its Affiliates, the Registration Statement (Form S-8 No.
33-39478) pertaining to the 1991 Thrift Incentive Stock Purchase Plan for
Employees of Cullen/Frost Bankers, Inc. and its Affiliates, the Registration
Statement (Form S-8 No. 33-53492) pertaining to the Cullen/Frost Bankers,
Inc. Restricted Stock Plan, and the Registration Statement (Form S-8 No.
33-53622) pertaining to the Cullen/Frost Bankers, Inc. 1992 Stock Plan, of
our report dated February 15, 1998, with respect to the consolidated
financial statements of Cullen/Frost Bankers, Inc. included in this Annual
Report (Form 10-K) for the year ended December 31, 1997.

                                             ERNST & YOUNG LLP


San Antonio, Texas
March 30, 1998