EXHIBIT 99.2

[Date], 1999                                 [Pinnacle Banc Group, Inc. Logo]

Dear Fellow Stockholder:

     It is my pleasure to invite you to attend a special meeting of
stockholders of Pinnacle Banc Group, Inc. to be held at
____________________, Oak Brook, Illinois on __________ , 1999 at ___p.m.,
local time. 

     The purpose of this meeting is to consider and vote upon the Agreement
and Plan of Merger dated as of March 18, 1999 between Pinnacle, Old Kent
Financial Corporation and OKFC Merger Corporation, a wholly-owned
subsidiary of Old Kent (the "Merger Agreement").  If the merger is
consummated, then each share of Pinnacle common stock would be exchanged
for 0.717 shares of Old Kent common stock plus cash in lieu of fractional
shares.  Old Kent common stock is traded on the New York Stock Exchange
under the symbol "OK."  The consummation of the merger is specifically
subject to the approval by two-thirds of Pinnacle's stockholders as well as
certain other conditions, including the approval of bank regulators.

     Old Kent is a large, diversified financial services organization that
operates as a bank holding company. Old Kent and its subsidiaries have
total assets of approximately $16 billion and operate 236 banking offices
in Michigan, Illinois and Indiana, as well as over 140 mortgage lending
sites in the United States.  Stockholders of Pinnacle who receive Old Kent
common stock will receive a security that is traded on the New York Stock
Exchange and that is issued by a larger, more diversified financial
institution.

     The enclosed prospectus and proxy statement explains in detail the
terms of the Merger Agreement and merger, as well as other information
relating to Pinnacle and Old Kent.  Please carefully review and consider
all of this information.

     THE PINNACLE BOARD OF DIRECTORS UNANIMOUSLY DETERMINED THAT THE MERGER
IS ADVISABLE AND IN THE BEST INTERESTS OF THE PINNACLE STOCKHOLDERS AND
UNANIMOUSLY RECOMMENDS THAT YOU VOTE FOR APPROVAL AND ADOPTION OF THE
MERGER AGREEMENT.

     YOUR PARTICIPATION IN THE SPECIAL MEETING, IN PERSON OR BY PROXY, IS
ESPECIALLY IMPORTANT.  AN ABSTENTION OR FAILURE TO VOTE AT THE SPECIAL
MEETING OR TO SUBMIT A PROXY WILL HAVE THE SAME EFFECT AS A VOTE "AGAINST"
THE MERGER AGREEMENT.  IF YOU DO NOT INCLUDE INSTRUCTIONS ON HOW TO VOTE
YOUR PROXY, YOUR SHARES WILL BE VOTED "FOR" THE APPROVAL AND ADOPTION OF
THE MERGER AGREEMENT.  PLEASE SIGN, DATE, AND MAIL THE ENCLOSED PROXY
PROMPTLY IN THE POSTAGE-PAID ENVELOPE THAT HAS BEEN PROVIDED FOR YOUR




CONVENIENCE.  IF YOU ATTEND THE SPECIAL MEETING, YOU MAY VOTE IN PERSON, IF
YOU WISH, EVEN IF YOU HAVE PREVIOUSLY RETURNED YOUR PROXY CARD.

                                   Sincerely yours,


                                   John J. Gleason, Jr. Vice Chairman and
                                   Chief Executive Officer