EXHIBIT 99.4

                              REVOCABLE PROXY

                         Pinnacle Banc Group, Inc.
                      Special Meeting of Stockholders

     The undersigned hereby appoints William J. Finn and James L. Greene,
or either or both of them, of Pinnacle Banc Group, Inc.  ("Pinnacle"), with
full power of substitution, to act as attorneys and proxies for the
undersigned to vote all shares of common stock of Pinnacle that the
undersigned is entitled to vote at Pinnacle's Special Meeting of
Stockholders (the "Meeting"), to be held on ___________, ____, 1999, at
_____________________, located at ______________________________, Oak
Brook, Illinois, at ________ p.m., local time, and any and all adjournments
and postponements thereof, as follows:

          The approval and adoption of the Agreement and Plan of
          Merger, dated as of March 18, 1999 (the "Merger
          Agreement"), between Pinnacle Banc Group, Inc., Old
          Kent Financial Corporation and OKFC Merger Corporation.

            [ ]   FOR        [ ]   AGAINST      [ ]  ABSTAIN




              The Board of Directors recommends a vote "FOR"
              approval and adoption of the Merger Agreement.




     THIS PROXY WILL BE VOTED AS DIRECTED, BUT IF NO INSTRUCTIONS ARE
     SPECIFIED, THIS PROXY WILL BE VOTED FOR APPROVAL AND ADOPTION
     OF THE MERGER AGREEMENT.  IF ANY OTHER BUSINESS IS  PRESENTED
     AT THE MEETING, THIS PROXY WILL BE VOTED BY THOSE NAMED IN THIS
     PROXY IN THEIR BEST JUDGMENT.  AT THE PRESENT TIME, THE BOARD OF
     DIRECTORS KNOWS OF NO OTHER BUSINESS TO BE PRESENTED AT THE
     MEETING.



      THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

     This proxy may be revoked at any time before it is voted by: (i)
filing with the Secretary of Pinnacle at or before the Meeting a written
notice of revocation bearing a later date than this proxy; (ii) duly



executing a subsequent proxy relating to the same shares and delivering it
to the Secretary of Pinnacle at or before the Special Meeting; or (iii)
attending the Special Meeting and voting in person (although attendance at
the Special Meeting will not in and of itself constitute revocation of this
proxy).  If this proxy is properly revoked as described above, then the
power of such attorneys and proxies shall be deemed terminated and of no
further force and effect.

     The undersigned acknowledges receipt from Pinnacle, prior to the
execution of this proxy, of Notice of the Special Meeting and a Prospectus
and Proxy Statement.


Date:______________________, 1999       ____________________________________
                                        PRINT NAME OF STOCKHOLDER


                                        ____________________________________
                                        SIGNATURE OF STOCKHOLDER


                                        ____________________________________
                                        PRINT NAME OF STOCKHOLDER


                                        ____________________________________
                                        SIGNATURE OF STOCKHOLDER

                                       Please sign exactly as your name appears
                                       on this card.  When signing at attorney,
                                       executor, administrator, trustee or
                                       guardian, please give your full title.
                                       If shares are held jointly, each holder
                                       should sign.


     ________________________________________________________________

               PLEASE PROMPTLY COMPLETE, DATE, SIGN AND MAIL
             THIS PROXY IN THE ENCLOSED POSTAGE-PAID ENVELOPE

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