BOK FINANCIAL CORP - FORM 8-K - EX-99 - EXHIBIT

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8-K - 8-K - BOK FINANCIAL CORP	bokf-201306308xk.htm

Exhibit 99 (a)

NASD: BOKF

For Further Information Contact:

Steven Nell Andrea Myers

Chief Financial Officer Corporate Communications

(918) 588-6752 (918) 594-7794

BOK Financial Reports Quarterly Earnings of $80 million

Loan and Fee Revenue Growth Drive Results

TULSA, Okla. (Wednesday, July 31, 2013) - BOK Financial Corporation reported net income of $79.9 million or $1.16 per diluted share for the second quarter of 2013. Net income was $88.0 million or $1.28 per diluted share for the first quarter of 2013 and $97.6 million or $1.43 per diluted share for the second quarter of 2012. Net income for the second quarter of 2012 included $14.5 million or $0.21 per diluted share from a gain on the sale of common stock received in settlement of a defaulted loan and a negative provision for credit losses.

Net income for the six months ended June 30, 2013 totaled $167.9 million or $2.44 per diluted share compared to $181.2 million or $2.65 per diluted share for the six months ended June 30, 2012.

"Commercial loan growth and mortgage loan production volume both continued to be strong during the quarter. Outstanding commercial loan balances were up $290 million and mortgage loan production grew $240 million," said President and CEO Stan Lybarger. "Fee-based revenues grew $2.8 million over the first quarter, despite the impact of higher interest rates in the second quarter. We estimate that fair value adjustments to mortgage loan commitments and trading securities were reduced by $6 million from the market's reaction to statements that the Federal Reserve may curtail its bond buying program as economic indicators strengthen."

Highlights of second quarter of 2013 included:


•	Net interest revenue totaled $167.2 million for the second quarter of 2013 compared to $170.4 million for the first quarter of 2013. Net interest margin was 2.81% for the second quarter of 2013 and 2.92% for the first quarter of 2013. The yield on the available for sale securities portfolio decreased 16 basis points.


•	Fees and commissions revenue totaled $160.9 million, up $2.8 million over the first quarter of 2013. Trust fees and commissions, transaction card revenues, brokerage and trading revenues and deposit service charges and fees all increased over the previous quarter due largely to transaction volume. Mortgage banking revenue decreased due to lower gain on sale margins.


•	Operating expenses, excluding changes in the fair value of mortgage servicing rights, totaled $210.9 million, up $6.9 million or 3% over the previous quarter. Personnel expense increased $2.5 million. Non-personnel expense increased $4.5 million.


•	No provision for credit losses was recorded in the second quarter of 2013 compared to an $8.0 million negative provision in the previous quarter. Net charge-offs in the second quarter of 2013 totaled $2.3 million or 0.08% of average loans on an annualized basis compared to $2.4 million or 0.08% of average loans on an annualized basis in the first quarter.

•

The combined allowance for credit losses totaled $205 million or 1.65% of outstanding loans at June 30, 2013 compared to $207 million or 1.71% of outstanding loans at March 31, 2013. Nonperforming assets that are not guaranteed by U.S. government agencies totaled $200 million or 1.62% of outstanding loans and repossessed assets (excluding those guaranteed by U.S. government agencies) at June 30, 2013 and $207 million or 1.73% of outstanding loans and repossessed assets (excluding those guaranteed by U.S. government agencies) at March 31, 2013.


•	Outstanding loan balances were $12.4 billion at June 30, 2013, up $347 million over March 31, 2013. Commercial loan balances grew by $290 million during the second quarter. Commercial real estate loans increased by $32 million and residential mortgage loans increased by $27 million. Consumer loans were largely unchanged compared to March 31, 2013.


•	Period end deposits totaled $19.5 billion at June 30, 2013 compared to $19.9 billion at March 31, 2013. Demand deposit account balances increased $244 million during the second quarter. Interest-bearing transaction accounts decreased $476 million and time deposits decreased $132 million.

•

Tangible common equity ratio was 9.38% at June 30, 2013 and 9.70% at March 31, 2013. The tangible common equity ratio is a non-GAAP measure of capital strength used by the Company and investors based on shareholders' equity minus intangible assets and equity that does not benefit common shareholders. The Company and its subsidiary bank continue to exceed the regulatory definition of well capitalized. The Company's Tier 1 capital ratios, as defined by banking regulations, were 13.37% at June 30, 2013 and 13.35% at March 31, 2013.


•	The Company paid a regular quarterly cash dividend of $26 million or $0.38 per common share during the second quarter of 2013. On July 30, 2013, the board of directors approved a quarterly cash dividend of $0.38 per common share payable on or about August 30, 2013 to shareholders of record as of August 16, 2013.

Net Interest Revenue

Net interest revenue decreased $3.2 million compared to the first quarter of 2013. Net interest margin was 2.81% for the second quarter of 2013 compared to 2.92% for the first quarter of 2013.

The yield on average earning assets decreased 13 basis points compared to the prior quarter to 3.11%. The yield on the available for sale securities portfolio decreased 16 basis points to 1.93% due to cash flows being reinvested at lower current market rates partially offset by slower prepayment speeds compared to the prior quarter. Cash flows received from payments on residential mortgage-backed securities are currently being reinvested in short-duration securities that yield nearly 1.75%. The loan portfolio yield decreased to 4.12% from 4.20% in the previous quarter. Loan yields decreased primarily due to increased market pricing pressure and improved credit quality in our loan portfolio.

Funding costs decreased 3 basis points to 0.43%. Rates paid on time deposits decreased 5 basis points. Rates paid on interest-bearing transaction accounts and savings accounts each decreased a basis point. The cost of other borrowed funds decreased 3 basis points. The benefit to net interest margin from earning assets funded by non-interest bearing liabilities decreased 1 basis point in the second quarter.

Average earning assets decreased $49 million during the second quarter of 2013. The available for sale securities portfolio decreased $231 million compared to the first quarter of 2013. Average outstanding loans increased $52 million. Commercial loan balances increased $108 million. Commercial real estate loan balances decreased $23 million and residential mortgage loan balances decreased $21 million. The average balance of investment securities was up $76 million and the average balance of residential mortgage loans held for sale grew by $45 million.

Average deposits decreased $522 million compared to the previous quarter. Interest-bearing transaction account balances decreased $332 million. Demand deposit balances decreased $113 million and time deposit account balances decreased $95 million. The average balance of borrowed funds increased $883 million over the first quarter of 2013.

Fees and Commissions Revenue

Fees and commissions revenue totaled $160.9 million for the second quarter of 2013, up $2.8 million over the first quarter of 2013. Revenue growth from increased transaction volumes was partially offset by quarter-end mark-to-market valuation adjustments of residential mortgage loans held for sale and trading securities.

Mortgage banking revenue totaled $36.6 million for the second quarter of 2013 compared to $40.0 million for the first quarter of 2013. Residential mortgage loans funded for sale totaled $1.2 billion, an increase of $240 million over the previous quarter. Outstanding commitments to originate mortgage loans increased to $548 million at June 30 from $467 million at March 31. Revenue growth from increased loan production was offset by an overall narrowing of gain on sale margins and a shift in product mix toward loans with narrower margins. Approximately 26% of loans originated in the second quarter were through correspondent channels, up from 21% in the previous quarter. Refinanced mortgage loans decreased to 48% of loans originated for sale in the second quarter of 2013 compared to 62% in the first quarter of 2013. Additionally, the increase in interest rates near the end of June decreased the fair value of both our mortgage loans held for sale and outstanding mortgage loan commitments.

"We mitigate the risk of changes in the fair value of mortgage loans held for sale and mortgage loan commitments with forward sales contracts," said Executive Vice President and CFO Steven Nell. "We generally hedge all loans held for sale and an estimate of commitments that will ultimately become closed loans. The rapid increase in interest rates in response to comments by the Federal Reserve Bank increased the percent of loan commitments we expect to close which resulted in lower hedge coverage at quarter end. The net impact decreased the fair value of loan commitments by approximately $3.5 million"

"Recent comments by the Federal Reserve Bank have increased mortgage interest rates," said Nell. "While we welcome the long-term benefit this will have on our securities portfolio yield, we expect the transition may cause a decrease in mortgage loan production volume and continued narrowing of gain on sale margins."

Other significant fee revenue sources increased over the previous quarter. Trust fees and commissions were up $2.5 million primarily due to the seasonal timing of tax service fees. Transaction card revenue grew by $2.3 million primarily due to increased merchant services fees related to higher transaction volumes of credit and debit cards processed. Revenues from interchange fees paid by merchants for transactions processed from debit cards issued by the Company and revenues from processing transactions on behalf of members of our TransFund electronic funds transfer network also increased on higher transaction volumes. Deposit service charges and fees increased $996 thousand on increased overdraft fee volumes and increased commercial service charge revenue.

Brokerage and trading revenue increased $1.1 million. Customer hedging revenue was up $2.3 million primarily related to increased hedging activity by our mortgage banking customers. Securities trading revenue decreased $2.9 million primarily due to the quarter-end mark-to-market of municipal securities and U.S. government agency securities which was affected by rising interest rates. Brokerage revenue grew $908 thousand and investment banking revenue was up $750 thousand over the first quarter.

Operating Expenses

Total operating expenses were $196.6 million for the second quarter of 2013 compared to $201.3 million for the first quarter of 2013. Excluding changes in the fair value of mortgage servicing rights, operating expenses totaled $210.9 million, up $6.9 million over the first quarter of 2013.

Personnel costs increased $2.5 million from the first quarter of 2013 due largely to incentive compensation. Incentive compensation expense increased $2.8 million. Cash-based incentive compensation, which rewards employees as they generate business opportunities for the Company by growing loans, deposits, customer relationships or other measurable metrics, increased $4.0 million. Stock-based incentive compensation expense decreased $1.2 million primarily due to decreased accruals for executive compensation plans, partially offset by the impact of the reversal of costs in the first quarter related to performance shares that did not vest.

Non-personnel expense increased $4.5 million over the first quarter of 2013. Professional fees and services increased $1.4 million and data processing and communications expense increased $1.3 million over the prior quarter, both due to higher transaction activity. All other non-personnel expenses increased $1.8 million.

Loans, Deposits and Capital

Loans

Outstanding loans increased $347 million over March 31, 2013 to $12.4 billion at June 30, 2013 due primarily to an increase in outstanding commercial loan balances. Commercial real estate and residential mortgage loans also increased during the second quarter. Consumer loans were largely unchanged.

Outstanding commercial loan balances grew by $290 million over March 31, 2013. Wholesale/retail sector loans increased $91 million and service sector loans increased $89 million. Other commercial and industrial loans increased $61 million, healthcare sector loans grew by $37 million and energy sector loans increased $35 million. Commercial loan growth was primarily attributed to the Oklahoma and Texas markets. Unfunded energy loan commitments grew by $137 million in the second quarter to $2.5 billion. All other unfunded commercial loan commitments totaled $3.4 billion at June 30, 2013, up $10 million over March 31, 2013.

Commercial real estate loans increased $32 million over March 31, 2013. Loans secured by multifamily residential properties were up $40 million, growing in almost all the markets, partially offset by decreases attributed to the Colorado and Arkansas markets. Loans secured by office buildings grew by $39 million primarily in the Arizona and Kansas City markets. Industrial sector loans were up $17 million primarily related to growth in the Kansas City market. Retail sector loans decreased $31 million, primarily in the Oklahoma, Arizona and New Mexico markets. Other real estate loans decreased $21 million primarily in the New Mexico market. Unfunded commercial real estate loan commitments totaled $605 million at June 30, 2013, a decrease of $47 million from March 31, 2013.

Residential mortgage loans increased $27 million from March 31, 2013, due primarily to an increase in first lien, fully amortizing home equity loans.

Deposits

Deposits totaled $19.5 billion at June 30, 2013 compared to $19.9 billion at March 31, 2013. Demand deposit balances increased $244 million. Interest-bearing transaction account balances decreased $476 million and time deposits decreased $132 million. Among the lines of business, commercial deposits increased $31 million, consumer deposits decreased $92 million and wealth management deposits decreased $365 million. Healthcare, small business and commercial and industrial account balances all increased over the prior quarter. Treasury services, energy and commercial real estate customer account balances decreased during the second quarter.

Capital

The Company and its subsidiary bank exceeded the regulatory definition of well capitalized at June 30, 2013. The Company's Tier 1 capital ratio was 13.37% at June 30, 2013 and 13.35% at March 31, 2013. The total capital ratio was 15.28% at June 30, 2013 and 15.68% at March 31, 2013. In addition, the Company's tangible common equity ratio, a non-GAAP measure, was 9.38% at June 30, 2013 and 9.70% at March 31, 2013. Unrealized securities gains added 8 basis points to the tangible common equity ratio at June 30, 2013 and added 44 basis points to the tangible common equity ratio at March 31, 2013.

In July 2013, banking regulators issued the final rule revising regulatory capital rules for substantially all U.S. banking organizations. The new capital rule will be effective for BOK Financial on January 1, 2015. The new capital rule establishes a 7% threshold for the Tier 1 common equity ratio consisting of a minimum level plus a capital conservation buffer. The Company expects to exclude unrealized gains and losses from available for sale securities from its calculation of Tier 1 capital, consistent with the treatment under current capital rules. BOK Financial's Tier 1 common equity ratio based on the existing Basel I standards was 13.19% as of June 30, 2013. Based on our interpretation of the new capital rule, our estimated Tier 1 common equity ratio is approximately 12.20%, nearly 520 basis points above the 7% regulatory threshold.

Credit Quality

Nonperforming assets totaled $281 million or 2.24% of outstanding loans and repossessed assets at June 30, 2013 compared to $283 million or 2.32% of outstanding loans and repossessed assets at March 31, 2013. Nonperforming assets that are not guaranteed by U.S. government agencies totaled $200 million or 1.62% of outstanding loans and repossessed assets (excluding those guaranteed by U.S. government agencies) at June 30, 2013 and $207 million or 1.73% at March 31, 2013, a decrease of $7.2 million.

Nonaccruing loans totaled $122 million or 0.98% of outstanding loans at June 30, 2013 compared to $133 million or 1.10% of outstanding loans at March 31, 2013. New nonaccruing loans identified in the second quarter totaled $39 million, offset by $30 million in foreclosures and repossessions, $12 million in payments received and $8.6 million in charge-offs.

Nonaccruing commercial loans were $21 million or 0.27% of outstanding commercial loans at June 30, 2013 compared to $20 million or 0.27% of outstanding commercial loans at March 31, 2013.

Nonaccruing commercial real estate loans decreased to $59 million or 2.53% of outstanding commercial real estate loans at June 30, 2013 from $65 million or 2.85% of outstanding commercial real estate loans at March 31, 2013. Nonaccruing commercial real estate loans consist primarily of land development and residential construction loans. Nonaccruing land development and residential construction loans totaled $21 million at June 30, 2013, a decrease of $2.3 million during the second quarter.

Nonaccruing residential mortgage loans totaled $41 million or 1.99% of outstanding residential mortgage loans, a decrease of $4.9 million from March 31, 2013. Principally all non-guaranteed residential mortgage loans past due 90 days or more are nonaccruing. Residential mortgage loans past due 30 to 89 days and still accruing interest, excluding loans guaranteed by U.S. government agencies, totaled $11.1 million at June 30, 2013 and $8.4 million at March 31, 2013.

After evaluating all credit factors, the Company determined that no provision for credit losses was necessary during the second quarter of 2013. The combined allowance for credit losses totaled $205 million or 1.65% of outstanding loans and 167.63% of nonaccruing loans at June 30, 2013. The allowance for loan losses was $203 million and the accrual for off-balance sheet credit losses was $1.6 million. Gross charge-offs totaled $8.6 million for the second quarter, compared to $8.9 million for the previous quarter. Recoveries totaled $6.2 million for the second quarter of 2013. Net charge-offs were $2.3 million or 0.08% on an annualized basis for the second quarter of 2013 compared with net charge-offs of $2.4 million or 0.08% on an annualized basis for the first quarter of 2013.

Real estate and other repossessed assets totaled $110 million at June 30, 2013, primarily consisting of $53 million of 1-4 family residential properties (including $32 million guaranteed by U.S. government agencies), $26 million of developed commercial real estate properties, $17 million of undeveloped land and $13 million of residential land and land development properties. The distribution of real estate owned and other repossessed assets among various markets included $31 million attributed to New Mexico, $20 million attributed to Arizona, $16 million attributed to Oklahoma, $13 million attributed to Texas and $10 million attributed to Colorado. Real estate and other repossessed assets increased $7.4 million during the second quarter of 2013. Additions of $30 million were partially offset by $24 million of sales. Additions included $16 million and sales included $11 million of 1-4 family residential properties guaranteed by U.S. government agencies. Net gains on sales and writedowns of real estate and other repossessed assets totaled $1.1 million in the second quarter of 2013 compared to $273 thousand in the first quarter.

Securities and Derivatives

The fair value of the available for sale securities portfolio totaled $10.7 billion at June 30, 2013 and $11.1 billion at March 31, 2013. At June 30, 2013, the available for sale portfolio consisted primarily of $8.4 billion of residential mortgage-backed securities fully backed by U.S. government agencies and $1.8 billion of commercial mortgage-backed securities fully backed by U.S. government agencies. Net unamortized premiums are less than 1% of the securities portfolio amortized cost.

Net unrealized gains on available for sale securities totaled $42 million at June 30, 2013 and $229 million at March 31, 2013. Substantially all of the decrease in net unrealized gains resulted from negative market valuations driven by the upward movement in interest rates. Net unrealized gains on residential mortgage-backed securities issued by U.S. government agencies decreased $138 million during the second quarter to $70 million at June 30, 2013. Commercial mortgage-backed securities had a net unrealized loss of $39 million at June 30, 2013 compared to a net unrealized gain of $2.8 million at March 31, 2013.

In the second quarter of 2013, the Company recognized net gains of $3.8 million from sales of $1.1 billion of available for sale securities. Securities were sold either because they had reached their expected maximum potential return or sold to reinvest those proceeds into shorter average life securities. Net gains from sales of $728 million of available for sale securities in the first quarter of 2013 totaled $4.9 million.

The Company also maintains a portfolio of residential mortgage-backed securities issued by U.S. government agencies and interest rate derivative contracts designated as an economic hedge of the changes in the fair value of our mortgage servicing rights. Due to changes in residential mortgage interest rates during the second quarter of 2013, prepayment speeds decreased and the value of our mortgage servicing rights increased by $14.3 million. This increase was partially offset by an $11.6 million decrease in the value of securities and interest rate derivative contracts held as an economic hedge.

About BOK Financial Corporation

BOK Financial is a $28 billion regional financial services company based in Tulsa, Oklahoma. The Company's stock is publicly traded on NASDAQ under the Global Select market listings (symbol: BOKF). BOK Financial's holdings include BOKF, NA, BOSC, Inc., The Milestone Group, Inc. and Cavanal Hill Investment Management, Inc. BOKF, NA operates the TransFund electronic funds network and seven banking divisions: Bank of Albuquerque, Bank of Arizona, Bank of Arkansas, Bank of Kansas City, Bank of Oklahoma, Bank of Texas and Colorado State Bank and Trust. Through its subsidiaries, the Company provides commercial and consumer banking, investment and trust services, mortgage origination and servicing, and an electronic funds transfer network. For more information, visit www.bokf.com.

The Company will continue to evaluate critical assumptions and estimates, such as the appropriateness of the allowance for credit losses and asset impairment as of June 30, 2013 through the date its financial statements are filed with the Securities and Exchange Commission and will adjust amounts reported if necessary.

This news release contains forward-looking statements that are based on management's beliefs, assumptions, current expectations, estimates and projections about BOK Financial, the financial services industry and the economy generally. Words such as “anticipates,” “believes,” “estimates,” “expects,” “forecasts,” “plans,” “projects,” variations of such words and similar expressions are intended to identify such forward-looking statements. Management judgments relating to and discussion of the provision and allowance for credit losses involve judgments as to future events and are inherently forward-looking statements. Assessments that BOK Financial's acquisitions and other growth endeavors will be profitable are necessary statements of belief as to the outcome of future events based in part on information provided by others which BOK Financial has not independently verified. These statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions which are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what is expected, implied or forecasted in such forward-looking statements. Internal and external factors that might cause such a difference include, but are not limited to (1) the ability to fully realize expected cost savings from mergers within the expected time frames, (2) the ability of other companies on which BOK Financial relies to provide goods and services in a timely and accurate manner, (3) changes in interest rates and interest rate relationships, (4) demand for products and services, (5) the degree of competition by traditional and nontraditional competitors, (6) changes in banking regulations, tax laws, prices, levies and assessments, (7) the impact of technological advances and (8) trends in consumer behavior as well as their ability to repay loans. BOK Financial and its affiliates undertake no obligation to update, amend or clarify forward-looking statements, whether as a result of new information, future events, or otherwise.

BALANCE SHEETS -- UNAUDITED BOK FINANCIAL CORPORATION (in thousands)

	June 30, 2013			March 31, 2013			June 30, 2012
ASSETS
Cash and due from banks	$	1,026,497		$	928,035		$	628,092
Funds sold and resell agreements	51,888			17,582			11,171
Trading securities	190,591			206,598			149,317
Investment securities	615,790			589,271			412,479
Available for sale securities	10,698,074			11,059,145			10,395,415
Fair value option securities	205,756			210,192			325,177
Residential mortgage loans held for sale	301,057			286,211			259,174
Loans:
Commercial	7,708,120			7,418,305			7,035,535
Commercial real estate	2,317,096			2,285,160			2,149,730
Residential mortgage	2,039,785			2,012,450			2,002,885
Consumer	375,781			377,649			388,281
Total loans	12,440,782			12,093,564			11,576,431
Allowance for loan losses	(203,124		)	(205,965		)	(231,669		)
Loans, net of allowance	12,237,658			11,887,599			11,344,762
Premises and equipment, net	271,191			270,130			261,508
Receivables	136,605			116,028			121,944
Goodwill	359,759			359,759			335,601
Intangible assets, net	26,242			27,117			9,098
Mortgage servicing rights, net	132,889			109,840			91,783
Real estate and other repossessed assets, net	110,112			102,701			105,708
Bankers' acceptances	198			1,762			2,873
Derivative contracts	546,206			320,473			366,204
Cash surrender value of bank-owned life insurance	280,047			277,776			269,093
Receivable on unsettled securities sales	182,147			190,688			32,876
Other assets	435,493			486,251			453,771
TOTAL ASSETS	$	27,808,200		$	27,447,158		$	25,576,046



LIABILITIES AND EQUITY
Deposits:
Demand	$	7,145,323	$	6,900,860	$	6,440,375
Interest-bearing transaction	9,266,560		9,742,302		8,551,874
Savings	316,375		317,075		261,998
Time	2,767,972		2,900,054		3,107,950
Total deposits	19,496,230		19,860,291		18,362,197
Funds purchased	747,165		853,843		1,453,750
Repurchase agreements	845,106		806,526		1,136,948
Other borrowings	2,481,644		1,733,047		58,056
Subordinated debentures	347,716		347,674		353,378
Accrued interest, taxes, and expense	175,677		192,358		140,434
Bankers' acceptances	198		1,762		2,873
Due on unsettled securities purchases	49,369		158,984		603,800
Derivative contracts	521,991		251,836		370,053
Other liabilities	150,222		192,945		171,836
TOTAL LIABILITIES	24,815,318		24,399,266		22,653,325
Shareholders' equity:
Capital, surplus and retained earnings	2,938,623		2,878,575		2,746,744
Accumulated other comprehensive income	19,014		133,383		139,190
TOTAL SHAREHOLDERS' EQUITY	2,957,637		3,011,958		2,885,934
Non-controlling interest	35,245		35,934		36,787
TOTAL EQUITY	2,992,882		3,047,892		2,922,721
TOTAL LIABILITIES AND EQUITY	$	27,808,200	$	27,447,158	$	25,576,046

AVERAGE BALANCE SHEETS -- UNAUDITED BOK FINANCIAL CORPORATION (in thousands)

	Three Months Ended
	June 30, 2013			March 31, 2013			December 31, 2012			September 30, 2012			June 30, 2012
ASSETS
Funds sold and resell agreements	$	42,604		$	25,418		$	19,553		$	17,837		$	19,187
Trading securities	181,866			162,353			165,109			132,213			143,770
Investment securities	610,940			534,772			474,085			408,646			416,284
Available for sale securities	11,060,700			11,292,181			11,482,212			11,058,055			10,091,279
Fair value option securities	216,312			251,725			292,490			336,160			335,965
Residential mortgage loans held for sale	261,977			216,816			272,581			264,024			191,311
Loans:
Commercial	7,606,919			7,498,905			7,441,957			7,209,972			7,058,806
Commercial real estate	2,286,674			2,309,988			2,170,676			2,160,213			2,156,841
Residential mortgage	2,013,004			2,034,315			1,991,530			2,000,506			2,009,510
Consumer	370,847			381,752			385,156			368,971			389,565
Total loans	12,277,444			12,224,960			11,989,319			11,739,662			11,614,722
Allowance for loan losses	(206,807		)	(214,017		)	(229,095		)	(231,177		)	(242,605		)
Total loans, net	12,070,637			12,010,943			11,760,224			11,508,485			11,372,117
Total earning assets	24,445,036			24,494,208			24,466,254			23,725,420			22,569,913
Cash and due from banks	912,178			828,126			849,614			746,364			748,811
Derivative contracts	401,485			286,772			316,579			291,965			371,690
Cash surrender value of bank-owned life insurance	278,501			275,705			272,778			270,084			267,246
Receivable on unsettled securities sales	135,964			178,561			144,077			99,355			163,940
Other assets	1,486,160			1,450,059			1,447,474			1,454,984			1,416,917
TOTAL ASSETS	$	27,659,324		$	27,513,431		$	27,496,776		$	26,588,172		$	25,538,517

LIABILITIES AND EQUITY
Deposits:
Demand	$	6,888,983		$	7,002,046		$	7,505,074		$	6,718,572		$	6,278,342
Interest-bearing transaction	9,504,128			9,836,204			9,343,421			8,719,648			8,779,659
Savings	315,421			296,319			278,714			267,498			259,386
Time	2,818,533			2,913,999			3,010,367			3,068,870			3,132,220
Total deposits	19,527,065			20,048,568			20,137,576			18,774,588			18,449,607
Funds purchased	789,302			1,155,983			1,295,442			1,678,006			1,740,354
Repurchase agreements	819,373			878,679			900,131			1,112,847			1,095,298
Other borrowings	2,172,417			863,360			364,425			97,003			86,667
Subordinated debentures	347,695			347,654			347,613			352,432			357,609
Derivative contracts	334,877			220,037			246,296			247,148			302,329
Due on unsettled securities purchases	330,926			665,175			854,474			1,054,239			342,853
Other liabilities	310,015			336,136			379,332			324,717			295,067
TOTAL LIABILITIES	24,631,670			24,515,592			24,525,289			23,640,980			22,669,784
Total equity	3,027,654			2,997,839			2,971,487			2,947,192			2,868,733
TOTAL LIABILITIES AND EQUITY	$	27,659,324		$	27,513,431		$	27,496,776		$	26,588,172		$	25,538,517

STATEMENTS OF EARNINGS -- UNAUDITED BOK FINANCIAL CORPORATION (in thousands, except per share data)

	Three Months Ended						Six Months Ended
	June 30,						June 30,
	2013			2012			2013			2012

Interest revenue	$	185,041		$	203,055		$	374,040		$	401,263
Interest expense	17,885			21,694			36,479			46,333
Net interest revenue	167,156			181,361			337,561			354,930
Provision for credit losses	—			(8,000		)	(8,000		)	(8,000		)
Net interest revenue after provision for credit losses	167,156			189,361			345,561			362,930
Other operating revenue:
Brokerage and trading revenue	32,874			32,600			64,625			63,711
Transaction card revenue	29,942			26,758			57,634			52,188
Trust fees and commissions	24,803			19,931			47,116			38,369
Deposit service charges and fees	23,962			25,216			46,928			49,595
Mortgage banking revenue	36,596			39,548			76,572			72,626
Bank-owned life insurance	2,236			2,838			5,462			5,709
Other revenue	10,496			8,860			20,683			18,124
Total fees and commissions	160,909			155,751			319,020			300,322
Gain (loss) on other assets, net	(1,666		)	1,689			(1,199		)	(2,004		)
Gain (loss) on derivatives, net	(2,527		)	2,345			(3,468		)	(128		)
Gain (loss) on fair value option securities, net	(9,156		)	6,852			(12,327		)	5,119
Gain on available for sale securities, net	3,753			20,481			8,608			24,812
Total other-than-temporary impairment losses	(1,138		)	(135		)	(1,138		)	(640		)
Portion of loss recognized in (reclassified from) other comprehensive income	586			(723		)	339			(3,940		)
Net impairment losses recognized in earnings	(552		)	(858		)	(799		)	(4,580		)
Total other operating revenue	150,761			186,260			309,835			323,541
Other operating expense:
Personnel	128,110			122,297			253,764			237,066
Business promotion	5,770			6,746			11,223			11,134
Professional fees and services	8,381			8,343			15,366			15,942
Net occupancy and equipment	16,909			16,906			33,390			32,929
Insurance	4,044			4,011			7,789			7,877
Data processing and communications	26,734			25,264			52,184			47,408
Printing, postage and supplies	3,580			3,903			7,254			7,214
Net losses and operating expenses of repossessed assets	282			5,912			1,528			8,157
Amortization of intangible assets	875			545			1,751			1,120
Mortgage banking costs	7,910			12,315			15,264			20,754
Change in fair value of mortgage servicing rights	(14,315		)	11,450			(16,973		)	4,323
Other expense	8,326			5,319			15,390			11,224
Total other operating expense	196,606			223,011			397,930			405,148

Net income before taxes	121,311			152,610			257,466			281,323
Federal and state income taxes	41,423			53,149			88,519			98,669

Net income	79,888			99,461			168,947			182,654
Net income (loss) attributable to non-controlling interest	(43		)	1,833			1,052			1,411
Net income attributable to BOK Financial Corporation shareholders	$	79,931		$	97,628		$	167,895		$	181,243

Average shares outstanding:
Basic	67,993,822			67,472,665			67,904,599			67,573,280
Diluted	68,212,497			67,744,828			68,126,751			67,847,659

Net income per share:
Basic	$	1.16		$	1.43		$	2.45		$	2.66
Diluted	$	1.16		$	1.43		$	2.44		$	2.65

FINANCIAL HIGHLIGHTS -- UNAUDITED BOK FINANCIAL CORPORATION (in thousands, except ratio and share data)

	Three Months Ended
	June 30, 2013			March 31, 2013			December 31, 2012			September 30, 2012			June 30, 2012
Capital:
Period-end shareholders' equity	$	2,957,637		$	3,011,958		$	2,957,860		$	2,975,657		$	2,885,934
Risk weighted assets	$	19,157,978		$	18,756,648		$	19,016,673		$	18,448,854		$	17,758,118
Risk-based capital ratios:
Tier 1	13.37		%	13.35		%	12.78		%	13.21		%	13.62		%
Total capital	15.28		%	15.68		%	15.13		%	15.71		%	16.19		%
Leverage ratio	9.43		%	9.28		%	9.01		%	9.34		%	9.64		%
Tangible common equity ratio¹	9.38		%	9.70		%	9.25		%	9.67		%	10.07		%
Tier 1 common equity ratio²	13.19		%	13.16		%	12.59		%	13.01		%	13.41		%

Common stock:
Book value per share	$	43.03		$	43.85		$	43.29		$	43.62		$	42.35
Market value per share:
High	$	65.95		$	62.77		$	59.77		$	59.47		$	58.12
Low	$	60.52		$	55.05		$	54.19		$	55.63		$	53.34
Cash dividends paid	$	26,118		$	26,067		$	94,231		$	25,912		$	25,904
Dividend payout ratio	32.68		%	29.63		%	114.13		%	29.65		%	26.53		%
Shares outstanding, net	68,739,208			68,687,718			68,327,351			68,215,354			68,144,159
Stock buy-back program:
Shares repurchased	—			—			—			—			39,496
Amount	$	—		$	—		$	—		$	—		$	2,125
Average price per share	$	—		$	—		$	—		$	—		$	53.81

Performance ratios (quarter annualized):
Return on average assets	1.16		%	1.30		%	1.19		%	1.31		%	1.54		%
Return on average equity	10.59		%	11.90		%	11.05		%	11.80		%	13.69		%
Net interest margin	2.81		%	2.92		%	2.95		%	3.12		%	3.30		%
Efficiency ratio	63.11		%	61.04		%	66.00		%	61.18		%	61.98		%

Reconciliation of non-GAAP measures:
¹ Tangible common equity ratio:
Total shareholders' equity	$	2,957,637		$	3,011,958		$	2,957,860		$	2,975,657		$	2,885,934
Less: Goodwill and intangible assets, net	(386,001		)	(386,876		)	(390,171		)	(392,158		)	(344,699		)
Tangible common equity	$	2,571,636		$	2,625,082		$	2,567,689		$	2,583,499		$	2,541,235

Total assets	$	27,808,200		$	27,447,158		$	28,148,631		$	27,117,641		$	25,576,046
Less: Goodwill and intangible assets, net	(386,001		)	(386,876		)	(390,171		)	(392,158		)	(344,699		)
Tangible assets	$	27,422,199		$	27,060,282		$	27,758,460		$	26,725,483		$	25,231,347

Tangible common equity ratio	9.38		%	9.70		%	9.25		%	9.67		%	10.07		%

² Tier 1 common equity ratio:
Tier 1 capital	$	2,561,399		$	2,503,892		$	2,430,671		$	2,436,791		$	2,418,985
Less: Non-controlling interest	(35,245		)	(35,934		)	(35,821		)	(36,818		)	(36,787		)
Tier 1 common equity	$	2,526,154		$	2,467,958		$	2,394,850		$	2,399,973		$	2,382,198

Risk weighted assets	$	19,157,978		$	18,756,648		$	19,016,673		$	18,448,854		$	17,758,118

Tier 1 common equity ratio	13.19		%	13.16		%	12.59		%	13.01		%	13.41		%

FINANCIAL HIGHLIGHTS -- UNAUDITED BOK FINANCIAL CORPORATION (in thousands, except ratio and share data)

	Three Months Ended
	June 30, 2013			March 31, 2013			December 31, 2012			September 30, 2012			June 30, 2012
Other data:
Fiduciary assets	$	28,280,214		$	27,606,180		$	25,829,038		$	25,208,276		$	23,136,625
Mortgage servicing portfolio	$	12,741,651		$	12,272,691		$	11,981,624		$	11,756,350		$	11,564,643
Mortgage loans funded for sale	$	1,196,038		$	956,315		$	1,073,541		$	1,046,608		$	840,765
Mortgage loan refinances to total fundings	48		%	62		%	62		%	61		%	51		%
Tax equivalent adjustment	$	2,647		$	2,619		$	2,472		$	2,509		$	2,252
Net unrealized gain on available for sale securities	$	42,233		$	228,620		$	254,587		$	281,455		$	242,253

Gain (loss) on mortgage servicing rights, net of economic hedge:
Gain (loss) on mortgage hedge derivative contracts	$	(2,526	)	$	(1,654	)	$	(707	)	$	645		$	2,623
Gain (loss) on fair value option securities	(9,102		)	(3,232		)	(2,177		)	5,455			6,908
Gain (loss) on economic hedge of mortgage servicing rights	(11,628		)	(4,886		)	(2,884		)	6,100			9,531
Gain (loss) on changes in fair value of mortgage servicing rights	14,315			2,658			4,689			(9,576		)	(11,450		)
Gain (loss) on changes in fair value of mortgage servicing rights, net of economic hedges	$	2,687		$	(2,228	)	$	1,805		$	(3,476	)	$	(1,919	)

Net interest revenue on fair value option securities	$	910		$	828		$	748		$	1,750		$	2,148

QUARTERLY EARNINGS TREND -- UNAUDITED BOK FINANCIAL CORPORATION (in thousands, except ratio and per share data)

	Three Months Ended
	June 30, 2013			March 31, 2013			December 31, 2012			September 30, 2012			June 30, 2012
Interest revenue	$	185,041		$	188,999		$	194,314		$	196,071		$	203,055
Interest expense	17,885			18,594			20,945			20,044			21,694
Net interest revenue	167,156			170,405			173,369			176,027			181,361
Provision for credit losses	—			(8,000		)	(14,000		)	—			(8,000		)
Net interest revenue after provision for credit losses	167,156			178,405			187,369			176,027			189,361
Other operating revenue:
Brokerage and trading revenue	32,874			31,751			31,958			31,261			32,600
Transaction card revenue	29,942			27,692			28,009			27,788			26,758
Trust fees and commissions	24,803			22,313			22,030			19,654			19,931
Deposit service charges and fees	23,962			22,966			24,174			25,148			25,216
Mortgage banking revenue	36,596			39,976			46,410			50,266			39,548
Bank-owned life insurance	2,236			3,226			2,673			2,707			2,838
Other revenue	10,496			10,187			10,554			9,149			8,860
Total fees and commissions	160,909			158,111			165,808			165,973			155,751
Gain (loss) on other assets, net	(1,666		)	467			137			452			1,689
Gain (loss) on derivatives, net	(2,527		)	(941		)	(637		)	464			2,345
Gain (loss) on fair value option securities, net	(9,156		)	(3,171		)	(2,081		)	6,192			6,852
Gain on available for sale securities, net	3,753			4,855			1,066			7,967			20,481
Total other-than-temporary impairment losses	(1,138		)	—			(504		)	—			(135		)
Portion of loss recognized in (reclassified from) other comprehensive income	586			(247		)	(1,163		)	(1,104		)	(723		)
Net impairment losses recognized in earnings	(552		)	(247		)	(1,667		)	(1,104		)	(858		)
Total other operating revenue	150,761			159,074			162,626			179,944			186,260
Other operating expense:
Personnel	128,110			125,654			131,192			122,775			122,297
Business promotion	5,770			5,453			6,150			6,054			6,746
Contribution to BOKF Charitable Foundation	—			—			2,062			—			—
Professional fees and services	8,381			6,985			10,082			7,991			8,343
Net occupancy and equipment	16,909			16,481			16,883			16,914			16,906
Insurance	4,044			3,745			3,789			3,690			4,011
Data processing and communications	26,734			25,450			25,010			26,486			25,264
Printing, postage and supplies	3,580			3,674			3,403			3,611			3,903
Net losses and operating expenses of repossessed assets	282			1,246			6,665			5,706			5,912
Amortization of intangible assets	875			876			1,065			742			545
Mortgage banking costs	7,910			7,354			10,542			13,036			12,315
Change in fair value of mortgage servicing rights	(14,315		)	(2,658		)	(4,689		)	9,576			11,450
Other expense	8,326			7,064			9,931			5,759			5,319
Total other operating expense	196,606			201,324			222,085			222,340			223,011
Net income before taxes	121,311			136,155			127,910			133,631			152,610
Federal and state income taxes	41,423			47,096			44,293			45,778			53,149
Net income	79,888			89,059			83,617			87,853			99,461
Net income (loss) attributable to non-controlling interest	(43		)	1,095			1,051			471			1,833
Net income attributable to BOK Financial Corporation shareholders	$	79,931		$	87,964		$	82,566		$	87,382		$	97,628

Average shares outstanding:
Basic	67,993,822			67,814,550			67,622,777			67,966,700			67,472,665
Diluted	68,212,497			68,040,180			67,914,717			68,334,989			67,744,828
Net income per share:
Basic	$	1.16		$	1.28		$	1.21		$	1.28		$	1.43
Diluted	$	1.16		$	1.28		$	1.21		$	1.27		$	1.43

LOANS BY PRINCIPAL MARKET AREA -- UNAUDITED BOK FINANCIAL CORPORATION (in thousands)

	June 30, 2013		March 31, 2013		December 31, 2012		September 30, 2012		June 30, 2012

Bank of Oklahoma:
Commercial	$	2,993,247	$	2,853,608	$	3,089,686	$	3,015,621	$	3,012,458
Commercial real estate	569,780		568,500		580,694		598,667		614,541
Residential mortgage	1,503,457		1,468,434		1,488,486		1,466,590		1,452,269
Consumer	211,744		207,662		220,096		197,457		201,926
Total Bank of Oklahoma	5,278,228		5,098,204		5,378,962		5,278,335		5,281,194

Bank of Texas:
Commercial	2,849,888		2,718,050		2,726,925		2,572,928		2,443,946
Commercial real estate	813,659		800,577		771,796		712,899		678,882
Residential mortgage	263,916		272,406		275,408		268,250		269,704
Consumer	105,390		110,060		116,252		108,854		115,203
Total Bank of Texas	4,032,853		3,901,093		3,890,381		3,662,931		3,507,735

Bank of Albuquerque:
Commercial	296,036		271,075		265,830		267,467		262,493
Commercial real estate	314,871		332,928		326,135		316,040		308,060
Residential mortgage	133,058		129,727		130,337		120,606		115,599
Consumer	14,364		14,403		15,456		15,883		15,534
Total Bank of Albuquerque	758,329		748,133		737,758		719,996		701,686

Bank of Arkansas:
Commercial	61,414		54,191		62,049		48,097		49,344
Commercial real estate	85,546		88,264		90,821		119,306		119,919
Residential mortgage	10,691		11,285		13,046		12,939		13,083
Consumer	11,819		13,943		15,421		19,720		24,246
Total Bank of Arkansas	169,470		167,683		181,337		200,062		206,592

Colorado State Bank & Trust:
Commercial	786,262		822,942		776,610		708,223		662,583
Commercial real estate	146,137		171,251		173,327		158,387		163,175
Residential mortgage	62,490		56,052		59,363		59,395		62,313
Consumer	23,148		20,990		19,333		19,029		20,570
Total Colorado State Bank & Trust	1,018,037		1,071,235		1,028,633		945,034		908,641

Bank of Arizona:
Commercial	355,698		326,266		313,296		300,544		278,184
Commercial real estate	258,938		229,020		201,760		204,164		199,252
Residential mortgage	51,774		54,285		57,803		65,513		67,767
Consumer	4,947		5,664		4,686		6,150		6,220
Total Bank of Arizona	671,357		615,235		577,545		576,371		551,423

Bank of Kansas City:
Commercial	365,575		372,173		407,516		354,027		326,527
Commercial real estate	128,165		94,620		84,466		67,809		65,901
Residential mortgage	14,399		20,261		20,597		23,010		22,150
Consumer	4,369		4,927		4,261		4,792		4,582
Total Bank of Kansas City	512,508		491,981		516,840		449,638		419,160

TOTAL BOK FINANCIAL	$	12,440,782	$	12,093,564	$	12,311,456	$	11,832,367	$	11,576,431

Loans attributed to a geographical region may not always represent the location of the borrower or the collateral.

DEPOSITS BY PRINCIPAL MARKET AREA -- UNAUDITED BOK FINANCIAL CORPORATION (in thousands)

	June 30, 2013		March 31, 2013		December 31, 2012		September 30, 2012		June 30, 2012
Bank of Oklahoma:
Demand	$	3,561,255	$	3,602,581	$	4,223,923	$	3,734,901	$	3,499,834
Interest-bearing:
Transaction	5,653,062		6,140,899		6,031,541		5,496,724		5,412,002
Savings	185,345		185,363		163,512		155,276		150,353
Time	1,180,265		1,264,415		1,267,904		1,274,336		1,354,148
Total interest-bearing	7,018,672		7,590,677		7,462,957		6,926,336		6,916,503
Total Bank of Oklahoma	10,579,927		11,193,258		11,686,880		10,661,237		10,416,337
Bank of Texas:
Demand	2,299,631		2,098,891		2,606,176		1,983,678		1,966,465
Interest-bearing:
Transaction	1,931,758		1,979,318		2,129,084		1,782,296		1,813,209
Savings	63,745		63,218		58,429		52,561		51,114
Time	692,888		717,974		762,233		789,725		772,809
Total interest-bearing	2,688,391		2,760,510		2,949,746		2,624,582		2,637,132
Total Bank of Texas	4,988,022		4,859,401		5,555,922		4,608,260		4,603,597
Bank of Albuquerque:
Demand	455,580		446,841		427,510		416,796		357,367
Interest-bearing:
Transaction	525,481		513,611		511,593		526,029		506,165
Savings	34,096		35,560		31,926		31,940		31,215
Time	346,506		354,303		364,928		375,611		383,350
Total interest-bearing	906,083		903,474		908,447		933,580		920,730
Total Bank of Albuquerque	1,361,663		1,350,315		1,335,957		1,350,376		1,278,097
Bank of Arkansas:
Demand	31,108		31,957		38,935		29,254		16,921
Interest-bearing:
Transaction	186,689		155,571		101,366		168,827		172,829
Savings	1,974		2,642		2,239		2,246		2,220
Time	37,272		41,613		42,573		45,719		48,517
Total interest-bearing	225,935		199,826		146,178		216,792		223,566
Total Bank of Arkansas	257,043		231,783		185,113		246,046		240,487
Colorado State Bank & Trust:
Demand	365,161		295,067		331,157		330,641		301,646
Interest-bearing:
Transaction	519,580		528,056		676,140		627,015		465,276
Savings	27,948		27,187		25,889		24,689		24,202
Time	451,168		461,496		472,305		476,564		491,280
Total interest-bearing	998,696		1,016,739		1,174,334		1,128,268		980,758
Total Colorado State Bank & Trust	1,363,857		1,311,806		1,505,491		1,458,909		1,282,404
Bank of Arizona:
Demand	186,381		157,754		161,094		151,738		137,313
Interest-bearing:
Transaction	376,305		378,421		360,275		298,048		113,310
Savings	2,238		2,122		1,978		2,201		2,313
Time	35,490		34,690		31,371		33,169		31,539
Total interest-bearing	414,033		415,233		393,624		333,418		147,162
Total Bank of Arizona	600,414		572,987		554,718		485,156		284,475
Bank of Kansas City:
Demand	246,207		267,769		249,491		201,393		160,829
Interest-bearing:
Transaction	73,685		46,426		78,039		103,628		69,083
Savings	1,029		983		771		660		581
Time	24,383		25,563		26,678		27,202		26,307
Total interest-bearing	99,097		72,972		105,488		131,490		95,971
Total Bank of Kansas City	345,304		340,741		354,979		332,883		256,800

TOTAL BOK FINANCIAL	$	19,496,230	$	19,860,291	$	21,179,060	$	19,142,867	$	18,362,197

NET INTEREST MARGIN TREND -- UNAUDITED BOK FINANCIAL CORPORATION

	Three Months Ended
	June 30, 2013		March 31, 2013		December 31, 2012		September 30, 2012		June 30, 2012

TAX-EQUIVALENT ASSETS YIELDS
Funds sold and resell agreements	0.04	%	0.03	%	0.06	%	0.07	%	0.08	%
Trading securities	1.83	%	1.77	%	1.06	%	2.12	%	1.53	%
Investment securities:
Taxable¹	5.89	%	5.97	%	5.86	%	5.83	%	5.93	%
Tax-exempt¹	1.89	%	2.42	%	2.93	%	4.12	%	4.90	%
Total investment securities¹	3.59	%	4.22	%	4.67	%	5.33	%	5.63	%
Available for sale securities:
Taxable¹	1.91	%	2.07	%	2.08	%	2.36	%	2.52	%
Tax-exempt¹	4.46	%	4.25	%	3.80	%	4.70	%	4.69	%
Total available for sale securities¹	1.93	%	2.09	%	2.10	%	2.38	%	2.54	%
Fair value option securities	1.91	%	2.05	%	1.58	%	2.27	%	2.62	%
Residential mortgage loans held for sale	3.51	%	3.35	%	3.39	%	3.48	%	3.75	%
Loans	4.12	%	4.20	%	4.33	%	4.33	%	4.58	%
Allowance for loan losses
Loans, net of allowance	4.19	%	4.28	%	4.41	%	4.42	%	4.68	%
Total tax-equivalent yield on earning assets¹	3.11	%	3.24	%	3.30	%	3.47	%	3.69	%

COST OF INTEREST-BEARING LIABILITIES
Interest-bearing deposits:
Interest-bearing transaction	0.12	%	0.13	%	0.15	%	0.16	%	0.16	%
Savings	0.15	%	0.16	%	0.18	%	0.19	%	0.23	%
Time	1.57	%	1.62	%	1.80	%	1.61	%	1.63	%
Total interest-bearing deposits	0.44	%	0.46	%	0.54	%	0.53	%	0.54	%
Funds purchased	0.10	%	0.13	%	0.15	%	0.15	%	0.16	%
Repurchase agreements	0.06	%	0.07	%	0.09	%	0.10	%	0.10	%
Other borrowings	0.27	%	0.49	%	0.90	%	3.03	%	3.96	%
Subordinated debt	2.54	%	2.52	%	2.56	%	2.79	%	3.95	%
Total cost of interest-bearing liabilities	0.43	%	0.46	%	0.54	%	0.52	%	0.56	%
Tax-equivalent net interest revenue spread	2.68	%	2.78	%	2.76	%	2.95	%	3.13	%
Effect of noninterest-bearing funding sources and other	0.13	%	0.14	%	0.19	%	0.17	%	0.17	%
Tax-equivalent net interest margin¹	2.81	%	2.92	%	2.95	%	3.12	%	3.30	%


¹	Yield calculations exclude security trades that have been recorded on trade date with no corresponding interest income.

CREDIT QUALITY INDICATORS BOK FINANCIAL CORPORATION (in thousands, except ratios)

	Three Months Ended
	June 30, 2013		March 31, 2013		December 31, 2012		September 30, 2012		June 30, 2012
Nonperforming assets:
Nonaccruing loans:
Commercial	$	20,869	$	19,861	$	24,467	$	21,762	$	34,529
Commercial real estate	58,693		65,175		60,626		75,761		80,214
Residential mortgage	40,534		45,426		46,608		29,267		22,727
Consumer	2,037		2,171		2,709		5,109		7,012
Total nonaccruing loans	122,133		132,633		134,410		131,899		144,482
Accruing renegotiated loans:
Guaranteed by U.S. government agencies	48,733		47,942		38,515		24,590		24,760
Other	—		—		—		3,402		3,655
Total accruing renegotiated loans	48,733		47,942		38,515		27,992		28,415
Real estate and other repossessed assets:
Guaranteed by U.S. government agencies	32,155		27,864		22,365		22,819		21,405
Other	77,957		74,837		81,426		81,309		84,303
Total real estate and other repossessed assets	110,112		102,701		103,791		104,128		105,708
Total nonperforming assets	$	280,978	$	283,276	$	276,716	$	264,019	$	278,605
Total nonperforming assets excluding those guaranteed by U.S. government agencies	$	200,007	$	207,256	$	215,347	$	216,610	$	232,440

Nonaccruing loans by loan portfolio sector:
Commercial:
Energy	$	2,277	$	2,377	$	2,460	$	3,063	$	3,087
Manufacturing	876		1,848		2,007		2,283		12,230
Wholesale / retail	6,700		2,239		3,077		2,007		4,175
Integrated food services	—		—		684		—		—
Services	7,448		9,474		12,090		10,099		10,123
Healthcare	2,670		2,962		3,166		3,305		3,310
Other commercial and industrial	898		961		983		1,005		1,604
Total commercial	20,869		19,861		24,467		21,762		34,529
Commercial real estate:
Construction and land development	21,135		23,462		26,131		38,143		46,050
Retail	8,406		8,921		8,117		6,692		7,908
Office	7,828		12,851		6,829		9,833		10,589
Multifamily	6,447		4,501		2,706		3,145		3,219
Industrial	—		2,198		3,968		4,064		—
Other commercial real estate	14,877		13,242		12,875		13,884		12,448
Total commercial real estate	58,693		65,175		60,626		75,761		80,214
Residential mortgage:
Permanent mortgage	32,747		38,153		39,863		23,717		18,136
Permanent mortgage guaranteed by U.S. government agencies	83		214		489		—		—
Home equity	7,704		7,059		6,256		5,550		4,591
Total residential mortgage	40,534		45,426		46,608		29,267		22,727
Consumer	2,037		2,171		2,709		5,109		7,012
Total nonaccruing loans	$	122,133	$	132,633	$	134,410	$	131,899	$	144,482

CREDIT QUALITY INDICATORS BOK FINANCIAL CORPORATION (in thousands, except ratios)

	Three Months Ended
	June 30, 2013			March 31, 2013			December 31, 2012			September 30, 2012				June 30, 2012

Nonaccruing loans by principal market¹:
Bank of Oklahoma	$	52,541		$	54,392		$	56,424		$	41,599			$	49,931
Bank of Texas	21,620			37,571			31,623			28,046				24,553
Bank of Albuquerque	24,134			12,479			13,401			13,233				13,535
Bank of Arkansas	998			1,008			1,132			5,958				6,865
Colorado State Bank & Trust	9,510			11,771			14,364			22,878				28,239
Bank of Arizona	13,323			15,392			17,407			20,145				21,326
Bank of Kansas City	7			20			59			40				33
Total nonaccruing loans	$	122,133		$	132,633		$	134,410		$	131,899			$	144,482

Performing loans 90 days past due²	$	2,460		$	4,229		$	3,925		$	1,181			$	691

Gross charge-offs	$	(8,552	)	$	(8,909	)	$	(8,000	)	$	(8,921	)		$	(11,543	)
Recoveries	6,210			6,557			3,723			3,204			³	6,702
Net charge-offs	$	(2,342	)	$	(2,352	)	$	(4,277	)	$	(5,717	)		$	(4,841	)

Provision for credit losses	$	—		$	(8,000	)	$	(14,000	)	$	—			$	(8,000	)

Allowance for loan losses to period end loans	1.63		%	1.70		%	1.75		%	1.98		%		2.00		%
Combined allowance for credit losses to period end loans	1.65		%	1.71		%	1.77		%	1.99		%		2.09		%
Nonperforming assets to period end loans and repossessed assets	2.24		%	2.32		%	2.23		%	2.21		%		2.38		%
Net charge-offs (annualized) to average loans	0.08		%	0.08		%	0.14		%	0.19		%	³	0.17		%
Allowance for loan losses to nonaccruing loans	166.31		%	155.29		%	160.34		%	177.22		%		160.34		%
Combined allowance for credit losses to nonaccruing loans	167.63		%	156.12		%	161.76		%	178.70		%		167.09		%

¹ Nonaccruing loans attributed to a principal market do not always represent the location of the borrower or the collateral.

² Excludes residential mortgage loans guaranteed agencies of the U.S. government.

³ Includes $7.1 million of negative recovery related to a refund of a settlement agreement between BOK Financial and the City of Tulsa invalidated by the Oklahoma Supreme Court. Excluding this refund, BOK Financial had net charge-offs (recoveries) to average loans of (0.05%) on an annualized basis.

BOK FINANCIAL CORP - FORM 8-K - EX-99 - EXHIBIT - July 31, 2013

Attached files