Edgar Filing: BANCFIRST CORP /OK/

Unassociated Document

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported)	February 12, 2009

BANCFIRST CORPORATION (Exact name of registrant as specified in its charter)

OKLAHOMA (State or other jurisdiction of incorporation)		0-14384 (Commission File Number)	73-1221379 (I.R.S. Employer Identification No.)

101 North Broadway, Oklahoma City, Oklahoma (Address of principal executive offices)			73102 (Zip Code)
Registrant’s telephone number, including area code (405) 270-1086

(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))

Item 7.01. Regulation FD Disclosure.

The following unaudited financial information is being provided as of the filing date of this Report, pursuant to Item 7.01 of Form 8-K, "Regulation FD Disclosure." Pursuant to general instruction B.2 to Form 8-K, the information furnished pursuant to Item 7.01 shall not be deemed to be "filed" for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section.

BANCFIRST CORPORATION

CONSOLIDATED BALANCE SHEET

(Unaudited)

(Dollars in thousands, except per share data)

	December 31,
	2008			2007
ASSETS
Cash and due from banks	$	126,227		$	194,103
Interest-bearing deposits with banks		326,874			2,387
Federal funds sold		1,000			399,000
Securities (market value: $456,075 and $467,921, respectively)		455,568			467,719
Loans:
Total loans (net of unearned interest)		2,757,854			2,487,099
Allowance for loan losses		(34,290	)		(29,127	)
Loans, net		2,723,564			2,457,972
Premises and equipment, net		91,411			88,110
Other real estate owned		3,782			1,300
Intangible assets, net		7,508			8,099
Goodwill		34,327			34,327
Accrued interest receivable		24,398			26,093
Other assets		72,545			63,896
Total assets	$	3,867,204		$	3,743,006

LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Noninterest-bearing	$	1,025,749		$	966,214
Interest-bearing		2,351,859			2,322,290
Total deposits		3,377,608			3,288,504
Short-term borrowings		12,884			30,400
Accrued interest payable		5,827			7,831
Other liabilities		30,290			16,899
Long-term borrowings		--			606
Junior subordinated debentures		26,804			26,804
Total liabilities		3,453,413			3,371,044
Commitments and contingent liabilities
Stockholders’ equity:
Senior preferred stock, $1.00 par; 10,000,000 shares authorized; none issued		--			--
Cumulative preferred stock, $5.00 par; 900,000 shares authorized; none issued		--			--
Common stock, $1.00 par; 20,000,000 shares authorized; shares issued and outstanding: 15,281,141 and 15,217,230, respectively		15,281			15,217
Capital surplus		67,975			63,917
Retained earnings		315,858			285,879
Accumulated other comprehensive income, net of income tax of $(7,903) and $(3,742), respectively		14,677			6,949
Total stockholders’ equity		413,791			371,962
Total liabilities and stockholders’ equity	$	3,867,204		$	3,743,006

The accompanying notes are an integral part of these consolidated financial statements.

BANCFIRST CORPORATION

CONSOLIDATED STATEMENT OF INCOME

(Unaudited)

(Dollars in thousands, except per share data)

	Three Months Ended December 31,					Year Ended December 31,
	2008			2007		2008		2007
INTEREST INCOME
Loans, including fees	$	41,819		$	48,023	$	172,234	$	189,786
Securities:
Taxable		3,748			4,649		16,387		18,397
Tax-exempt		395			345		1,439		1,398
Federal funds sold		69			4,800		7,315		21,047
Interest-bearing deposits with banks		439			28		549		121
Total interest income		46,470			57,845		197,924		230,749
INTEREST EXPENSE
Deposits		12,238			19,517		56,384		78,606
Short-term borrowings		45			322		458		1,667
Long-term borrowings		--			8		9		50
Junior subordinated debentures		492			492		1,966		2,140
Total interest expense		12,775			20,339		58,817		82,463
Net interest income		33,695			37,506		139,107		148,286
Provision for loan losses		3,087			980		10,676		3,329
Net interest income after provision for loan losses		30,608			36,526		128,431		144,957
NONINTEREST INCOME
Trust revenue		1,491			1,428		5,972		6,077
Service charges on deposits		8,620			7,785		33,060		29,395
Securities transactions		13			48		6,938		8,337
Income from sales of loans		328			493		2,127		2,397
Insurance commissions and premiums		1,459			1,492		6,913		6,434
Insurance recovery		--			--		--		3,139
Cash Management		2,802			2,454		10,796		9,296
Gain on Sale of Other Assets		(13	)		48		2,971		31
Other		1,330			1,483		5,608		6,032
Total noninterest income		16,030			15,231		74,385		71,138
NONINTEREST EXPENSE
Salaries and employee benefits		19,293			19,574		79,886		76,814
Occupancy and fixed assets expense, net		2,437			2,221		8,956		8,357
Depreciation		2,042			2,095		7,647		7,568
Amortization of intangibles assets		228			224		902		968
Data processing services		931			734		3,297		2,783
Net expense (income) from other real estate owned		250			85		179		128
Marketing and business promotions		1,951			1,747		6,271		7,606
Early extinguishment of debt		--			--		--		1,894
Other		7,043			7,560		27,868		28,328
Total noninterest expense		34,175			34,240		135,006		134,446
Income before taxes		12,463			17,517		67,810		81,649
Income tax expense		4,394			5,893		23,452		28,556
Net income		8,069			11,624		44,358		53,093
Other comprehensive income, net of tax:
Unrealized gains (losses) on securities		9,876			3,519		3,218		4,899
Reclassification adjustment for losses in net income		8			31		4,510		1,950
Comprehensive income	$	17,953		$	15,174	$	52,086	$	59,942
NET INCOME PER COMMON SHARE
Basic	$	0.53		$	0.76	$	2.91	$	3.41
Diluted	$	0.52		$	0.75	$	2.85	$	3.33

The accompanying notes are an integral part of these consolidated financial statements.

BANCFIRST CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(1)

GENERAL

The accompanying consolidated financial statements include the accounts of BancFirst Corporation, Council Oak Partners, LLC, Wilcox Jones & McGrath, Inc., and BancFirst and its subsidiaries (the “Company”). The operating subsidiaries of BancFirst are Council Oak Investment Corporation, BancFirst Agency, Inc., Lenders Collection Corporation, BancFirst Community Development Corporation and Council Oak Real Estate, Inc. All significant intercompany accounts and transactions have been eliminated. Assets held in a fiduciary or agency capacity are not assets of the Company and, accordingly, are not included in the consolidated financial statements.

The unaudited interim financial statements contained herein reflect all adjustments which are, in the opinion of management, necessary to provide a fair statement of the financial position and results of operations of the Company for the interim periods presented. All such adjustments are of a normal and recurring nature. There have been no significant changes in the accounting policies of the Company since December 31, 2007, the date of the most recent annual report.

The preparation of financial statements in conformity with accounting principles generally accepted in the United States inherently involves the use of estimates and assumptions that affect the amounts reported in the financial statements and the related disclosures. These estimates relate principally to the determination of the allowance for loan losses, income taxes and the fair values of financial instruments. Such estimates and assumptions may change over time and actual amounts realized may differ from those reported.

(2)	RECENT ACCOUNTING PRONOUNCEMENTS

FAS No. 162 (“FAS 162”), “The Hierarchy of Generally Accepted Accounting Principles” identifies the sources of accounting principles and the framework for selecting the principles to be used in the preparation of financial statements of nongovernmental entities that are presented in conformity with generally accepted accounting principles (GAAP) in the United States (the GAAP hierarchy). The hierarchical guidance provided by FAS 162 is effective for the Company on November 15, 2008 and is not expected to have a significant impact on the Company’s financial statements.

FAS No. 161 (“FAS 161”), “Disclosures About Derivative Instruments and Hedging Activities, and Amendment of FASB Statement No. 133” amends FAS 133, “Accounting for Derivative Instruments and Hedging Activities,” to amend and expand the disclosure requirements of FAS 133 to provide greater transparency about (i) how and why an entity uses derivative instruments, (ii) how derivative instruments and related hedge items are accounted for under FAS 133 and its related interpretations, and (iii) how derivative instruments and related hedged items affect an entity’s financial position, results of operations and cash flows. To meet those objectives, FAS 161 requires qualitative disclosures about objectives and strategies for using derivatives, quantitative disclosures about fair value amounts of gains and losses on derivative instruments and disclosures about credit-risk-related contingent features in derivative agreements. FAS 161 is effective for the Company on January 1, 2009 and is not expected to have a significant impact on the Company’s financial statements.

Effective January 1, 2008, the Company adopted the provisions of FAS No. 157 (“FAS 157”), “Fair Value Measurements,” for financial assets and financial liabilities. In accordance with Financial Accounting Standards Board Staff Positions (FSP) No. 157-2, “Effective Date of FASB Statement No. 157,” the Company will delay application of FAS 157 for non-financial assets and non-financial liabilities, until January 1, 2009. FAS 157 defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles and expands disclosures about fair value measurements. The Company adopted FAS 157, with the exception of non-financial assets and non-financial liabilities as provided by FAS 157-2, with no significant impact on the Company’s financial statements. FSP 157-2 becomes effective for the Company on January 1, 2009 as is not expected to have a significant impact on the Company’s financial statements.

In February 2007, the FASB issued FAS No. 159 (“FAS 159”), “The Fair Value Option for Financial Assets and Financial Liabilities, including an amendment of FASB Statement No. 115.” FAS 159 allows entities to irrevocably elect fair value as the initial and subsequent measurement attribute for certain financial assets and financial liabilities that are not otherwise required to be measured at fair value, with changes in fair value recognized in earnings as they occur. FAS 159 also requires entities to report those financial assets and financial liabilities measured at fair value in a manner that separates those reported fair values from the carrying amounts of similar assets and liabilities measured using another measurement attribute on the face of the statement of financial position. Lastly, FAS 159 establishes presentation and disclosure requirements designed to improve comparability between entities that elect different measurement attributes for similar assets and liabilities. FAS 159 is effective for fiscal years beginning after November 15, 2007, with early adoption permitted if an entity also early adopts the provisions of FAS 157. The Company has determined that it does not intend to elect to use the fair value option to value financial assets and liabilities in accordance with FAS 159.

In December 2007, the FASB issued FAS No. 141R, “Business Combinations” (“FAS 141R”), which establishes principles and requirements for the reporting entity in a business combination, including recognition and measurement in the financial statements of the identifiable assets acquired, the liabilities assumed, and any noncontrolling interest in the acquiree. This statement also establishes disclosure requirements to enable financial statement users to evaluate the nature and financial effects of the business combination. FAS 141R applies prospectively to business combinations for which the acquisition date is on or after fiscal years beginning after December 15, 2008. FAS 141R will become effective for our fiscal year beginning January 1, 2009. The Company will evaluate the effect that the adoption of FAS 141R will have on future acquisitions.

(3)	RECENT DEVELOPMENTS; MERGERS, ACQUISITIONS AND DISPOSALS

In November 2006, the Company announced its intent to exercise the optional prepayment terms of its 9.65% Junior Subordinated Debentures. The securities were redeemed effective January 15, 2007 for a redemption price equal to 104.825% of the aggregate $25 million liquidation amount of the trust securities plus all accrued and unpaid interest to the redemption date. As a result of the prepayment, the Company incurred a loss of approximately $1.2 million after taxes at the time of the redemption. The loss reflects the premium paid and the acceleration of the unamortized issuance costs.

During the first quarter of 2007 the Company entered into an agreement to acquire Armor Assurance Company (Armor), an insurance agency in Muskogee, Oklahoma for cash of approximately $3.3 million and a $372,000 note payable in three equal annual installments. The transaction was consummated in April 2007. Armor had total assets of approximately $364,000. As a result of the acquisition, Armor was merged with the Company’s existing property casualty agency, Wilcox & Jones, to form Wilcox, Jones & McGrath, Inc. The acquisition was accounted for as a purchase. Accordingly, the effects of the acquisition are included in the Company’s consolidated financial statements from the date of the acquisition forward. The acquisition did not have a material effect on the results of operations of the Company for 2007.

In June 2007, the Company entered into an agreement to sell one of its investments held by Council Oak Investment Corporation, a wholly-owned subsidiary of BancFirst, that resulted in a one-time gain of approximately $7.8 million. The transaction was consummated on August 1, 2007 and included in noninterest income – securities transactions in the third quarter of 2007. The Company made a $1 million contribution to its charitable foundation with the funds from the gain. This one-time gain, net of related expenses, income taxes and the contribution had a net income effect of approximately $3.9 million.

In July 2007, the Company was awarded and received the $3.1 million bond claim by their fidelity bond carrier for the $3.3 million cash shortfall that was reported in the second quarter of 2005.

In September 2007, the Company completed a modified Dutch Auction self-tender offer and purchased 539,453 shares of its common stock for the maximum offer price of $45.00 per share. Cash on hand was used to pay for the purchase of the stock.

In March 2008, the Company, as a member bank of Visa, recorded a $1.8 million pre-tax gain from the mandatory partial redemption of the Company’s Visa shares received in the first quarter initial public offering. The gain was included in gain on sale of other assets.

In April 2008, the Company completed an $80 million sale of securities resulting in a securities pre-tax gain of $6.1 million. The transaction resulted in the sale of $80 million of US Treasury securities and the purchase of Government Sponsored Enterprises (GSE) senior debt securities of similar amounts and maturities. The after-tax impact of these transactions was approximately $3.8 million for the second quarter and $3.3 million for the year.

(4)	SECURITIES

The table below summarizes securities held for investment and securities available for sale.

	December 31,
	2008		2007
	(dollars in thousands)
Held for investment at cost (market value: $34,975 and $25,472, respectively)	$	34,468	$	25,270
Available for sale, at market value		421,100		442,449
Total	$	455,568	$	467,719

(5)	LOANS AND ALLOWANCE FOR LOAN LOSSES

The following is a schedule of loans outstanding by category:

	December 31,
	2008					2007
	Amount		Percent			Amount		Percent
	(dollars in thousands)
Commercial and industrial	$	513,647		18.63	%	$	493,860		19.86	%
Oil & Gas Production & Equipment		84,770		3.07			92,759		3.73
Agriculture		86,752		3.15			87,035		3.50
State and political subdivisions:
Taxable		5,595		0.20			5,972		0.24
Tax-exempt		8,292		0.30			8,937		0.36
Real Estate:
Construction		246,269		8.93			222,820		8.96
Farmland		92,050		3.34			95,137		3.82
One to four family residences		543,183		19.70			513,969		20.67
Multifamily residential properties		45,250		1.64			20,248		0.81
Commercial		768,562		27.87			653,066		26.26
Consumer		335,938		12.18			270,735		10.89
Other		27,546		0.99			22,561		0.90
Total loans	$	2,757,854		100.00	%	$	2,487,099		100.00	%

Loans held for sale (included above)	$	5,136				$	8,320

The Company's loans are mostly to customers within Oklahoma and over half of the loans are secured by real estate. Credit risk on loans is managed through limits on amounts loaned to individual borrowers, underwriting standards and loan monitoring procedures. The amounts and types of collateral obtained to secure loans are based upon the Company's underwriting standards and management’s credit evaluation. Collateral varies, but may include real estate, equipment, accounts receivable, inventory, livestock and securities. The Company's interest in collateral is secured through filing mortgages and liens, and in some cases, by possession of the collateral. The amount of estimated loss due to credit risk in the Company's loan portfolio is provided for in the allowance for loan losses. The amount of the allowance required to provide for all existing losses in the loan portfolio is an estimate based upon evaluations of loans, appraisals of collateral and other estimates which are subject to rapid change due to changing economic conditions and the economic prospects of borrowers. It is reasonably possible that a material change could occur in the estimated allowance for loan losses in the near term.

Changes in the allowance for loan losses are summarized as follows:

	Three Months Ended D ecember 31,						Year Ended December 31,
	2008			2007			2008			2007
	(dollars in thousands)
Balance at beginning of period	$	33,862		$	28,829		$	29,127		$	27,700
Charge-offs		(2,937	)		(823	)		(6,274	)		(2,683	)
Recoveries		278			141			761			781
Net charge-offs		(2,659	)		(682	)		(5,513	)		(1,902	)
Provisions charged to operations		3,087			980			10,676			3,329
Balance at end of period	$	34,290		$	29,127		$	34,290		$	29,127

The net charge-offs by category are summarized as follows:

	Three Months Ended December 31,					Year Ended December 31,
	2008		2007			2008		2007
	(dollars in thousands)
Commercial, financial and other	$	228	$	(27	)	$	1,629	$	225
Real estate – construction		22		6			346		558
Real estate – mortgage		2,126		538			2,862		543
Consumer		283		165			676		576
Total	$	2,659	$	682		$	5,513	$	1,902

(6)	NONPERFORMING AND RESTRUCTURED ASSETS

Below is a summary of nonperforming and restructured assets:

	December 31,
	2008			2007
	(dollars in thousands)
Past due over 90 days and still accruing	$	1,346		$	823
Nonaccrual		21,359			11,568
Restructured		1,022			1,121
Total nonperforming and restructured loans		23,727			13,512
Other real estate owned and repossessed assets		3,997			1,568
Total nonperforming and restructured assets	$	27,724		$	15,080
Nonperforming and restructured loans to total loans		0.86	%		0.54	%
Nonperforming and restructured assets to total assets		0.72	%		0.40	%

(7)

CAPITAL

The Company is subject to risk-based capital guidelines issued by the Board of Governors of the Federal Reserve System. These guidelines are used to evaluate capital adequacy and involve both quantitative and qualitative evaluations of the Company’s assets, liabilities, and certain off-balance-sheet items calculated under regulatory practices. Failure to meet the minimum capital requirements can initiate certain mandatory or discretionary actions by the regulatory agencies that could have a direct material effect on the Company’s financial statements. The required minimums and the Company’s respective ratios are shown below.

	Minimum			December 31,
	Required			2008			2007
				(dollars in thousands)
Tier 1 capital				$	383,255		$	348,564
Total capital				$	418,710		$	378,755
Risk-adjusted assets				$	2,988,538		$	2,826,072
Leverage ratio		3.00	%		10.02	%		9.42	%
Tier 1 capital ratio		4.00	%		12.82	%		12.33	%
Total capital ratio		8.00	%		14.01	%		13.40	%

To be “well capitalized” under federal bank regulatory agency definitions, a depository institution must have a Tier 1 Ratio of at least 6%, a combined Tier 1 and Tier 2 Ratio of at least 10%, and a Leverage Ratio of at least 5%. As of December 31, 2007 and 2008, the Company was considered to be “well capitalized”. There are no conditions or events since the most recent notification of the Company’s capital category that management believes would change its category.

(8)	STOCK REPURCHASE PLAN

In November 1999, the Company adopted a new Stock Repurchase Program (the “SRP”) authorizing management to repurchase up to 600,000 shares of the Company’s common stock. The SRP was amended in May 2001, August of 2002, and September of 2007 to increase the shares authorized to be purchased by 555,832 shares, 364,530 shares and 366,948 shares, respectively. The SRP may be used as a means to increase earnings per share and return on equity, to purchase treasury stock for the exercise of stock options or for distributions under the Deferred Stock Compensation Plan, to provide liquidity for optionees to dispose of stock from exercises of their stock options, and to provide liquidity for shareholders wishing to sell their stock. The timing, price and amount of stock repurchases under the SRP may be determined by management and must be approved by the Company’s Executive Committee. At December 31, 2008 there were 560,000 shares remaining that could be repurchased under the SRP. Below is a summary of the shares repurchased under the program.

	Three Months Ended				Year Ended
	December 31,				December 31,
	2008		2007		2008		2007
Number of shares repurchased		--		--		40,000		53,000
Average price of shares repurchased	$	--	$	--	$	40.70	$	46.47

(9)	COMPREHENSIVE INCOME

The only component of comprehensive income reported by the Company is the unrealized gain or loss on securities available for sale. The amount of this unrealized gain or loss, net of tax, has been presented in the statement of income for each period as a component of other comprehensive income. Below is a summary of the tax effects of this unrealized gain or loss.

	Three Months Ended						Year Ended
	December 31,						December 31,
	2008			2007			2008			2007
	(dollars in thousands)
Unrealized gains (losses) during the period:
Before-tax amount	$	15,193		$	5,412		$	4,952		$	7,536
Tax (expense) benefit		(5,317	)		(1,893	)		(1,734	)		(2,637	)
Net-of-tax amount	$	9,876		$	3,519		$	3,218		$	4,899

The amount of unrealized gain or loss included in accumulated other comprehensive income is summarized below.

	Three Months Ended				Year Ended
	December 31,				December 31,
	2008		2007		2008		2007
	(dollars in thousands)
Unrealized gain (loss) on securities:
Beginning balance	$	4,793	$	3,399	$	6,949	$	100
Current period change		9,876		3,519		3,218		4,899
Reclassification adjustment for (gains)
losses included in net income		8		31		4,510		1,950
Ending balance	$	14,677	$	6,949	$	14,677	$	6,949

(10)	NET INCOME PER COMMON SHARE

	Income (Numerator)		Shares (Denominator)		Per Share Amount
	(dollars in thousands, except per share data)
Three Months Ended December 31, 2008
Basic Income available to common stockholders	$	8,069		15,263,507	$	0.53
Effect of stock options		--		343,443
Diluted Income available to common stockholders plus assumed exercises of stock options	$	8,069		15,606,950	$	0.52
Three Months Ended December 31, 2007
Basic Income available to common stockholders	$	11,624		15,209,373	$	0.76
Effect of stock options		--		366,257
Diluted Income available to common stockholders plus assumed exercises of stock options	$	11,624		15,575,630	$	0.75
Year Ended December 31, 2008
Basic Income available to common stockholders	$	44,358		15,218,835	$	2.92
Effect of stock options		--		359,628
Diluted Income available to common stockholders plus assumed exercises of stock options	$	44,358		15,578,463	$	2.85
Year Ended December 31, 2007
Basic Income available to common stockholders	$	53,093		15,574,521	$	3.41
Effect of stock options		--		370,101
Diluted Income available to common stockholders plus assumed exercises of stock options	$	53,093		15,944,622	$	3.33

Below is the number and average exercise prices of options that were excluded from the computation of diluted net income per share for each period because the options’ exercise prices were greater than the average market price of the common shares.

	Shares		Average Exercise Price
Three Months Ended December 31, 2008		219,076	$	46.42
Three Months Ended December 31, 2007		258,609	$	45.23
Year Ended December 31, 2008		244,415	$	45.93
Year Ended December 31, 2007		229,923	$	45.51

BANCFIRST CORPORATION

SELECTED CONSOLIDATED FINANCIAL DATA

(Unaudited)

(Dollars in thousands, except per share data)

	Three Months Ended December 31,						Year Ended December 31,
	2008			2007			2008			2007
Per Common Share Data
Net income – basic	$	0.53		$	0.76			2.91		$	3.41
Net income – diluted		0.52			0.75			2.85			3.33
Cash dividends		0.22			0.20			0.84			0.76
Performance Data
Return on average assets		0.84	%		1.27	%		1.17	%		1.49	%
Return on average stockholders’ equity		7.94			12.60			11.30			14.66
Cash dividend payout ratio		41.51			26.32			28.87			22.29
Net interest spread		3.19			3.53			3.31			3.59
Net interest margin		3.85			4.54			4.05			4.63
Efficiency ratio		68.73			64.93			63.24			61.27
Net charge-offs total loans		0.38			0.11			0.21			0.08

	December 31,
	2008			2007
Balance Sheet Data
Book value per share	$	27.08		$	24.44
Tangible book value per share		24.34			21.66
Average loans to deposits (year-to-date)		78.82	%		76.04	%
Average earning assets to total assets (year-to-date)		91.23			90.86
Average stockholders’ equity to average assets (year-to-date)		10.35			10.18
Asset Quality Ratios
Nonperforming and restructured loans to total loans		0.86	%		0.54	%
Nonperforming and restructured assets to total assets		0.72			0.40
Allowance for loan losses to total loans		1.24			1.17
Allowance for loan losses to nonperforming and restructured loans		144.52			215.57

BANCFIRST CORPORATION

CONSOLIDATED AVERAGE BALANCE SHEETS AND INTEREST MARGIN ANALYSES

(Unaudited)

Taxable Equivalent Basis (Dollars in thousands)

	Three Months Ended December 31,
	2008								2007
				Interest		Average						Interest		Average
	Average			Income/		Yield/			Average			Income/		Yield/
	Balance			Expense		Rate			Balance			Expense		Rate
ASSETS
Earning assets:
Loans (1)	$	2,749,720		$	41,898		6.05	%	$	2,423,589		$	48,118		7.88	%
Securities – taxable		413,534			3,748		3.60			429,814			4,649		4.29
Securities - tax exempt		42,858			608		5.63			35,286			531		5.97
Federal funds sold		292,930			508		0.69			412,927			4,828		4.64
Total earning assets		3,499,042			46,762		5.30			3,301,616			58,126		6.98

Nonearning assets:
Cash and due from banks		127,188								136,972
Interest receivable and other assets		226,355								217,118
Allowance for loan losses		(34,125	)							(28,745	)
Total nonearning assets		319,418								325,345
Total assets	$	3,818,460							$	3,626,961

LIABILITIES AND
STOCKHOLDERS’ EQUITY
Interest-bearing liabilities:
Transaction deposits	$	423,594		$	422		0.40	%	$	390,911		$	685		0.70	%
Savings deposits		1,094,266			5,571		2.02			1,093,677			9,767		3.54
Time deposits		841,973			6,245		2.94			796,254			9,066		4.52
Short-term borrowings		16,304			46		1.12			27,878			322		4.58
Long-term borrowings		1			--		--			625			8		5.08
Junior subordinated debentures		26,804			491		7.27			26,805			491		7.27
Total interest-bearing liabilities		2,402,942			12,775		2.11			2,336,150			20,339		3.45

Interest-free funds:
Noninterest-bearing deposits		984,215								899,246
Interest payable and other liabilities		28,332								25,432
Stockholders’ equity		402,971								366,133
Total interest-free funds		1,415,518								1,290,811
Total liabilities and stockholders’ equity	$	3,818,460							$	3,626,961
Net interest income				$	33,987							$	37,787
Net interest spread							3.19	%							3.53	%
Net interest margin							3.85	%							4.54	%

(1) Nonaccrual loans are included in the average loan balances and any interest on such nonaccrual loans is recognized on a cash basis.

BANCFIRST CORPORATION

CONSOLIDATED AVERAGE BALANCE SHEETS AND INTEREST MARGIN ANALYSES

(Unaudited)

Taxable Equivalent Basis (Dollars in thousands)

	Year Ended December 31,
	2008								2007
				Interest		Average						Interest		Average
	Average			Income/		Yield/			Average			Income/		Yield/
	Balance			Expense		Rate			Balance			Expense		Rate
ASSETS
Earning assets:
Loans (1)	$	2,612,553		$	172,556		6.59	%	$	2,364,618		$	190,173		8.04	%
Securities – taxable		416,587			16,387		3.92			411,443			18,397		4.47
Securities - tax exempt		38,000			2,214		5.81			35,657			2,151		6.03
Federal funds sold		385,825			7,864		2.03			419,675			21,167		5.04
Total earning assets		3,452,965			199,021		5.75			3,231,393			231,888		7.18

Nonearning assets:
Cash and due from banks		138,002								139,919
Interest receivable and other assets		225,879								213,081
Allowance for loan losses		(31,939	)							(27,890	)
Total nonearning assets		331,942								325,110
Total assets	$	3,784,907							$	3,556,503

LIABILITIES AND
STOCKHOLDERS’ EQUITY
Interest-bearing liabilities:
Transaction deposits	$	423,773		$	2,126		0.50	%	$	398,786		$	2,989		0.75	%
Savings deposits		1,100,184			24,945		2.26			1,048,935			39,944		3.81
Time deposits		834,712			29,313		3.50			784,405			35,673		4.55
Short-term borrowings		21,322			458		2.14			33,584			1,667		4.96
Long-term borrowings		218			9		4.12			931			50		5.37
Junior subordinated debentures		26,738			1,966		7.33			27,832			2,140		7.69
Total interest-bearing liabilities		2,406,947			58,817		2.44			2,294,473			82,463		3.59

Interest-free funds:
Noninterest bearing deposits		955,847								877,474
Interest payable and other liabilities		30,537								22,426
Stockholders’ equity		391,576								362,130
Total interest-free funds		1,377,960								1,262,030
Total liabilities and stockholders’ equity	$	3,784,907							$	3,556,503
Net interest income				$	140,204							$	149,425
Net interest spread							3.31	%							3.59	%
Net interest margin							4.05	%							4.63	%

(1) Nonaccrual loans are included in the average loan balances and any interest on such nonaccrual loans is recognized on a cash basis.

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BANCFIRST CORPORATION (Registrant)

Date February 12, 2009	/s/ Joe T. Shockley, Jr.
	(Signature)
	Joe T. Shockley, Jr.
	Executive Vice President and Chief Financial Officer; (Principal Financial Officer)