BOKF offers trust and investment management services through its banks and Southwest Trust Company, N.A., and administers over $30 billion of client assets with offices in Oklahoma, Texas, New Mexico, Colorado, Arkansas, Arizona, Kansas and Utah.

BOKF’s overall strategic objective is to emphasize growth in long-term value by building on existing market leadership throughout the state of Oklahoma and expanding into high-growth metropolitan areas in the region. Since 2000, over half of BOKF loan and deposit growth is from markets outside Oklahoma. Nearly 40% of BOKF’s loans and deposits are from markets outside of Oklahoma. Bank of Texas assets of approximately $3.2 billion are centered in the Dallas and Houston metropolitan areas. Since becoming part of the company in 1998, Bank of Albuquerque has grown rapidly to over $1.6 billion in assets. The recent entries into Denver and Phoenix provide ample opportunity for continued asset growth.

BOKF offers a broad range of financial products and services, including cash management services, mortgage banking, and brokerage and trading services to middle-market and small businesses, financial institutions and retail clients. BOKF’s vision is to provide sophisticated nationally competitive products with the personal responsive client service characteristics of a local bank. The result is diversified revenue sources; commissions and fees comprise over 40% of total revenues.

BOKF’s operating philosophy embraces local decision-making by the boards of directors for each bank subsidiary. By investing in strong local leadership, practicing prudent expense management and striving to grow revenue, BOKF has successfully delivered record earnings for 14 consecutive years. With the corporate goal of being the financial institution of first choice in select markets, BOKF continues to create value for shareholders, clients, employees and communities.

There are two major groupings of benefits in your Bank of Oklahoma program. Each addresses an area of need for protection and security.

Flexible Benefits Plan

• Health Care
  
• Disability Income
  
• Survivor Income
  
• Additional Benefits

Future Income Program

• Thrift Plan - 401(k)

This Overview is intended to be a very general summary of the Bank of Oklahoma benefit plans. It is not intended to include all plan provisions, limitations or exclusion. Bank of Oklahoma reserves the right to change benefits at any time.

FLEXIBLE BENEFITS PLAN

At Bank of Oklahoma we see ourselves as independent thinkers - people who want to make our own decisions - especially about issues as personal as benefits. For this reason, the company has committed itself to a program that offers the flexibility and the opportunity for you to choose your coverage in most major benefit areas.

As an employee of Bank of Oklahoma your benefits will have an entirely new dimension…one that stands up to the competition and is at the leading edge nationally. It is a program that will have more meaning and more importance to you because it allows you to put together a personal package that suits your needs for protection.

The Flexible Benefits Plan is unique. It recognizes that all people are not the same, and their needs and wants for protection and security are not the same either. What is more, those needs will change as personal situations change from one year to the next.

First, there are basic benefits that are yours automatically and paid for in full by the company. Second, you can choose optional benefits to supplement basic levels…additional coverage that take you to higher benefit levels which you might prefer.

Each benefit option has its own price tag called a premium. You are responsible for enrolling in and paying for the optional levels of coverage you choose. The premium is the amount you pay monthly to have an optional benefit in effect.

There are also tax-effective features, which allow you to pay for some benefits with pre-tax dollars and to set aside pre-tax dollars to reimburse yourself for health care and dependent care expenses. These features reduce your taxable income and increase your take home pay.

Having benefit choices - or options - gives you the flexibility to expand your protection and security beyond basic, company-paid levels of coverage. Bank of Oklahoma's benefit plan shows a commitment by the company…oriented toward you!

BOK Financial Corp. (Nasdaq:BOKF) has entered into an agreement to acquire Texas-based Worth Bancorporation, Inc. The transaction has been approved by both the BOK Financial board of directors and the Worth Bancorporation (Worth) board of directors.

The acquisition adds locations and a talented team of people in Tarrant County, an area where BOK Financial's subsidiary Bank of Texas has enjoyed strong results from its single branch. Worth Chairman and Chief Executive Officer Robert Semple says that Worth's shareholders and customers will benefit from the combination.

"BOK Financial shares our commitment to providing personalized customer service, and our clientele will benefit from expanded products and services," Semple said. "Bank of Texas' established presence in our community and existing branches in the Metroplex will further enhance our ability to deliver value to our customers." Semple will lead the combined organization in Fort Worth as Chairman of Tarrant County.

According to BOK Financial Chief Executive Officer Stan Lybarger, the planned addition of Worth Bancorporation is consistent with the company's strategy of acquiring well-managed organizations in dynamic markets.

"Worth Bancorporation has a solid reputation in Fort Worth for providing the same first-class customer service that is a BOK Financial hallmark," Lybarger said. "We are also retaining a preeminent group of bankers with strong local roots to manage the bank and continue providing top quality service to the Tarrant County community."

Lybarger said the planned acquisition is part of the company's strategy to increase market share in the Dallas/Fort Worth Metroplex by growing its full-service banking presence.

"Fort Worth is a dynamic, fast growing market with strong demographics," Lybarger said. "Since entering the Texas market in 1997, we have grown steadily, and we are pleased to now offer additional banking convenience and expertise to our customers."

BOK Financial entered the Texas market in 1996 under the Bank of Texas brand. At the end of 2006, the bank had 38 branches, including 24 in the Dallas-Ft. Worth Metroplex and 14 locations in Houston.

Worth is a privately held bank holding company whose subsidiary, Worth National Bank, was chartered in 1978 as Lake Worth National Bank. As of December 31, 2006, Worth has assets of $390.3 million, net loans of $271.9 million and deposits of $344.5 million. Worth National Bank has five branches in the Fort Worth market. Worth National Bank is a high performing financial institution with a return on average assets of 1.57% and a return on average equity of 16% in 2006. The bank also owns the Kilpatrick Insurance Agency, a 60 plus year old full service insurance provider.

Completion of the transaction is subject to approval by various regulatory agencies and Worth's shareholders. Frederic Dorwart Lawyers served as legal counsel to BOK Financial. Jenkens and Gilchrist and McDonald Sanders Law Firm served as legal counsel to Worth.

BOK Financial has assets of $18.1 billion, loans of $10.7 billion and deposits of $12.4 billion. The company owns seven bank subsidiaries with operations in eight states and more than 160 locations, offers wealth management services nationwide and owns TransFund, the nation's 10th largest electronic funds transfer (ATM) network.

BOK Financial is a regional financial services company that provides commercial and consumer banking, investment and trust services, mortgage origination and servicing, and an electronic funds transfer network. Holdings include Bank of Albuquerque, N.A., Bank of Arizona, N.A., Bank of Arkansas, N.A., Bank of Oklahoma, N.A., Bank of Texas, N.A., Bank of Kansas City, N.A., Colorado State Bank & Trust, N.A., BOSC, Inc., the TransFund electronic funds network, Southwest Trust Company, N.A. and AXIA Investment Management, Inc. Shares of BOK Financial are traded on the NASDAQ under the symbol BOKF. For more information, visit www.bokf.com.

Equal Opportunity Employment M/F/D/V