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Cullen/Frost Reports First Quarter Results, Double-Digit Deposit Growth

04/22/2009

- $549 million increase in average deposits a new quarterly record

- Average loans up 11.3 percent over first quarter of 2008, but flat on linked quarter

- Record $15.3 billion in assets

SAN ANTONIO, April 22 /PRNewswire-FirstCall/ -- Cullen/Frost today reported net income for the first quarter of 2009 of $45.0 million, or $.76 per diluted common share, compared to first quarter 2008 earnings of $52.8 million, or $.89 per diluted common share. Returns on average assets and equity were 1.23 percent and 10.33 percent respectively, compared to 1.59 percent and 13.89 percent for the same period of 2008.

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"Given the challenging global and U.S. economy, I was pleased with our performance for the first quarter," said Dick Evans, chairman and CEO of Cullen/Frost. "For the second consecutive quarter, we generated a record quarter-over-quarter increase in average deposits as Texans, trusting Frost as a safe haven, brought in an additional $549 million. While average loans were up 11.3 percent over the first quarter of 2008, we have seen them level off recently, as many commercial clients are wisely building up liquidity and delaying new projects until the economic uncertainty subsides. Capital levels continue to be strong, as they were when we declined to apply for funding under the TARP last year.

"At the same time our revenue growth was impacted by the Fed's unprecedented reduction of interest rates to near zero at the end of 2008. In addition, our expense growth was affected by a $4.1 million increase in FDIC premiums.

"As expected, Texas is not immune to the effects of the broader U.S. recession. The state's overall economy is slowing, impacted by weaknesses in the job market, lowered rig counts and reduced exports linked to Mexico's economic problems. Although our non-performing asset levels have been impacted by the recent slowdown in the Texas economy, we remain confident in our ability to manage credit quality. Cullen/Frost is well positioned to navigate through difficult times, as our executive team was with the company during the 1980s. We know how to manage through economic uncertainty and have the disciplines, experience and commitment to guide this company and our customers through the challenges ahead.

"Our outstanding employees continue to inspire me as they meet our strategic priorities, live our value system and take great care of customers every day."

For the first quarter of 2009, net interest income on a taxable-equivalent basis increased 2.2 percent to $137.7 million, compared to the $134.8 million reported for the first quarter of 2008. Average loans for the quarter rose 11.3 percent to $8.8 billion, from the $7.9 billion reported a year earlier. Average deposits for the quarter were $11.5 billion, an increase of 10.2 percent from the $10.4 billion reported in the first quarter of 2008 and 5.0 percent from the $10.9 billion the previous quarter.

Noted financial data for the first quarter follows:

    --  Net interest income on a taxable-equivalent basis increased $3.0
    million or 2.2 percent to $137.7 million, from the $134.8 million reported
    a year earlier.  This increase primarily resulted from an increase in the
    average volume of interest earning assets, which was partly offset by a
    decrease in the net interest margin and the effect of one less day in the
    first quarter of 2009 due to leap year in 2008. A record linked-quarter
    increase in average deposits of $549 million helped to fund the increase
    in the volume of interest earning assets. The net interest margin was 4.33
    percent, compared to the 4.67 percent reported in the first quarter of
    last year. The drop was due, in part, to rate cuts by the Federal Reserve
    totaling 200 basis points since the end of the first quarter of 2008. When
    compared to the fourth quarter of 2008, the net interest margin decreased
    by 27 basis points from 4.60.

    --  Non-interest income for the first quarter of 2009 was $69.9 million,
    compared to $70.2 million reported a year earlier.

       Trust fees fell to $16.0 million, from the $18.3 million reported in
    the first quarter of 2008. Impacting trust fees was a $1.6 million
    decrease in the level of investment fees, which are generally assessed
    based on the market values of trust assets that are managed and held in
    custody. These values were $21.3 billion at the end of the first quarter
    of 2009 compared to $24.4 billion at March 31, 2008.  Oil and gas trust
    management fees were also down $566 thousand from the first quarter of
    2008.

       Service charges on deposits were $24.9 million, up $5.3 million or 27.1
    percent compared to the same quarter a year earlier. Impacting this rise
    was a $5.2 million increase in service charges on commercial accounts,
    primarily related to an increase in treasury management fees.  A drop in
    the earnings credit rate for commercial accounts, compared to a year
    earlier, impacted treasury management fees.  When interest rates are
    lower, customers earn less credit for their deposit balances, and this, in
    turn, increases the amount of service charges to be paid through fees.

       Insurance commissions and fees were $10.8 million for the quarter, a
    decrease of 3.6 percent from the $11.2 million reported for a year
    earlier.

       Other income decreased $2.8 million to $11.5 million, compared to $14.3
    million for the first quarter of 2008.  Impacting other income a year
    earlier was a $1.9 million gain related to the Visa Inc. initial public
    offering that resulted from a partial redemption of the corporation's Visa
    shares. Also impacting this decrease was a $743 thousand decrease in gains
    on the sale of student loans.

    --   Non-interest expense for the first quarter of 2009 was $129.5
    million, up $9.5 million or 7.9 percent from the $120.0 million reported
    for the first quarter of 2008.  Salaries and related employee benefits
    were up $2.8 million or 4.0 percent over the same period a year ago, due
    primarily to normal annual merit increases and the addition of new
    employees, which was offset, in part, by a decrease in incentive
    compensation. Net occupancy expense was $10.7 million for the first
    quarter of 2009, up $1.0 million or 10.8 percent compared to the same
    period in 2008.  The increase was due primarily to an increase in lease
    expense (up $468 thousand) and an increase in utilities (up $170
    thousand).  Furniture and equipment expense was $10.4 million for the
    first three months in 2009, an increase of $1.4 million or 15.8 percent
    from the same quarter last year. The increase from the first three months
    in 2008 was primarily related to an increase in software amortization
    expense (up $534 thousand) and software maintenance expense (up $528
    thousand).  Deposit insurance expense was $4.4 million for the first
    quarter of 2009, increasing $4.1 million from the same period a year ago.

    -- For the first quarter of 2009 the provision for possible loan losses
    was $9.6 million, compared to net charge-offs for the quarter of $5.7
    million or .26 percent of average loans on an annualized basis.  The loan
    loss provision for the first quarter of 2008 was $4.0 million, compared to
    net charge-offs of $3.8 million.  Non-performing assets at quarter end
    were $127.8 million, compared to $36.6 million a year earlier and $78.0
    million the previous quarter. In general, this increasing trend in non-
    performing assets is reflective of the current economic weakness.  The
    allowance for possible loan losses as a percentage of loans increased to
    1.30 percent at March 31, 2009, compared to 1.15 percent at the end of the
    first quarter of 2008 and 1.25 percent at December 31, 2008.

Cullen/Frost Bankers, Inc. will host a conference call on Wednesday, April 22, 2009 at 10:00 a.m. Central Daylight Time (CDT) to discuss the results for the quarter. The media and other interested parties are invited to access the call in a "listen only" mode at 800-944-6430. Digital playback of the conference call will be available after 12:00 p.m. CT until midnight Sunday, April 26, 2009 at 800-642-1687, with the Conference ID # of 94661695. The call will also be available by webcast at the URL listed below and available for playback after 2:00 p.m. CT. After entering the website, www.frostbank.com, go to "About Frost" on the top navigation bar, then click on Investor Relations.

Cullen/Frost Bankers, Inc. (NYSE: CFR) is a financial holding company, headquartered in San Antonio, with assets of $15.3 billion at March 31, 2009. The corporation provides a full range of commercial and consumer banking products, investment and brokerage services, insurance products and investment banking services. Its subsidiary, Frost Bank, operates more than 100 financial centers across Texas in the Austin, Corpus Christi, Dallas, Fort Worth, Houston, Rio Grande Valley and San Antonio regions. Founded in 1868, Frost is the largest banking organization headquartered in Texas that operates only in Texas, with a legacy of helping clients with their financial needs during three centuries.

    Greg Parker
    Investor Relations
    210/220-5632
    or
    Renee Sabel
    Media Relations
    210/220-5416

    Forward-Looking Statements and Factors that Could Affect Future Results

    Certain statements contained in this Earnings Release that are not
    statements of historical fact constitute forward-looking statements within
    the meaning of the Private Securities Litigation Reform Act of 1995 (the
    "Act"), notwithstanding that such statements are not specifically
    identified as such. In addition, certain statements may be contained in
    the Corporation's future filings with the SEC, in press releases, and in
    oral and written statements made by or with the approval of the
    Corporation that are not statements of historical fact and constitute
    forward-looking statements within the meaning of the Act. Examples of
    forward-looking statements include, but are not limited to: (i)
    projections of revenues, expenses, income or loss, earnings or loss per
    share, the payment or nonpayment of dividends, capital structure and other
    financial items;  (ii) statements of plans, objectives and expectations of
    Cullen/Frost or its management or Board of Directors, including those
    relating to products or services; (iii) statements of future economic
    performance; and (iv) statements of assumptions underlying such
    statements.  Words such as "believes", "anticipates", "expects",
    "intends", "targeted", "continue", "remain", "will", "should", "may" and
    other similar expressions are intended to identify forward-looking
    statements but are not the exclusive means of identifying such statements.

    Forward-looking statements involve risks and uncertainties that may cause
    actual results to differ materially from those in such statements. Factors
    that could cause actual results to differ from those discussed in the
    forward-looking statements include, but are not limited to:

    -  Local, regional, national and international economic conditions and the
       impact they may have on the Corporation and its customers and the
       Corporation's assessment of that impact.

    -  Volatility and disruption in national and international financial
       markets.

    -  Government intervention in the U.S. financial system.

    -  Changes in the level of non-performing assets and charge-offs.

    -  Changes in estimates of future reserve requirements based upon the
       periodic review thereof under relevant regulatory and accounting
       requirements.

    -  The effects of and changes in trade and monetary and fiscal policies
       and laws, including the interest rate policies of the Federal Reserve
       Board.

    -  Inflation, interest rate, securities market and monetary fluctuations.

    -  Political instability.

    -  Acts of God or of war or terrorism.

    -  The timely development and acceptance of new products and services and
       perceived overall value of these products and services by users.

    -  Changes in consumer spending, borrowings and savings habits.

    -  Changes in the financial performance and/or condition of the
       Corporation's borrowers.

    -  Technological changes.

    -  Acquisitions and integration of acquired businesses.

    -  The ability to increase market share and control expenses.

    -  Changes in the competitive environment among financial holding
       companies and other financial service providers.

    -  The effect of changes in laws and regulations (including laws and
       regulations concerning taxes, banking, securities and insurance) with
       which the Corporation and its subsidiaries must comply.

    -  The effect of changes in accounting policies and practices, as may be
       adopted by the regulatory agencies, as well as the Public Company
       Accounting Oversight Board, the Financial Accounting Standards Board
       and other accounting standard setters.

    -  Changes in the Corporation's organization, compensation and benefit
       plans.

    -  The costs and effects of legal and regulatory developments including
       the resolution of legal proceedings or regulatory or other governmental
       inquiries and the results of regulatory examinations or reviews.

    -  Greater than expected costs or difficulties related to the integration
       of new products and lines of business.

    -  The Corporation's success at managing the risks involved in the
       foregoing items.

    Forward-looking statements speak only as of the date on which such
    statements are made. The Corporation undertakes no obligation to update
    any forward-looking statement to reflect events or circumstances after the
    date on which such statement  is made, or to reflect the occurrence of
    unanticipated events.

                             Cullen/Frost Bankers, Inc.
                   CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)
                    (In thousands, except per share amounts)

                        2009                     2008
                      ---------------------------------------------------
                      1st Qtr    4th Qtr    3rd Qtr    2nd Qtr    1st Qtr
                      -------    -------    -------    -------    -------
    CONDENSED INCOME
     STATEMENTS
    ----------------

    Net interest
     income           $129,632   $138,081   $134,736   $131,328   $129,880
    Net interest
     income(1)         137,733    143,707    139,655    136,223    134,767
    Provision for
     possible loan
     losses              9,601      8,550     18,940      6,328      4,005
    Non-interest
     income:
      Trust fees        15,969     17,483     19,749     19,040     18,282
      Service charges
       on deposit
       accounts         24,910     23,697     22,642     21,634     19,593
      Insurance
       commissions and
       fees             10,751      6,470      8,261      7,015     11,158
     Other charges,
      commissions and
      fees               6,762      8,407     10,723      9,496      6,931
     Net gain (loss)
      on securities
      transactions          --       (133)        78        (56)       (48)
     Other              11,472     13,274     15,862     13,452     14,312
                       -------    -------    -------    -------    -------
     Total
      non-interest
      income            69,864     69,198     77,315     70,581     70,228

    Non-interest
     expense:
      Salaries and
       wages            56,776     58,468     57,803     54,534     55,138
      Employee
       benefits         15,240     10,517     10,677     11,912     14,113
      Net occupancy     10,690     10,384     10,342     10,091      9,647
      Furniture and
       equipment        10,363     10,010      9,657      9,182      8,950
      Deposit
       insurance         4,376      1,785      1,859        659        294
      Intangible
       amortization      1,781      1,929      1,976      1,955      2,046
      Other             30,273     30,450     30,658     31,757     29,852
                       -------    -------    -------    -------    -------
      Total
       non-interest
       expense         129,499    123,543    122,972    120,090    120,040
                       -------    -------    -------    -------    -------
    Income before
     income taxes       60,396     75,186     70,139     75,491     76,063
    Income taxes        15,414     22,223     21,174     22,944     23,283
                       -------    -------    -------    -------    -------
    Net income         $44,982    $52,963    $48,965    $52,547    $52,780
                       =======    =======    =======    =======    =======

    PER SHARE DATA
    --------------
    Net income -
     basic               $0.76      $0.89      $0.83      $0.89      $0.90
    Net income -
     diluted              0.76       0.89       0.83       0.89       0.89
    Cash dividends        0.42       0.42       0.42       0.42       0.40
    Book value at
     end of quarter      30.34      29.68      27.16      26.11      26.85

    OUTSTANDING SHARES
    ------------------
    Period-end
     shares             59,423     59,416     59,299     59,081     58,747
    Weighted-average
     shares - basic     59,189     59,171     58,932     58,733     58,538
    Dilutive effect
     of stock
     compensation           75        311        433        483        520
    Weighted-average
     shares - diluted   59,264     59,482     59,365     59,216     59,058

    SELECTED
     ANNUALIZED
     RATIOS
    -----------
    Return on
     average assets       1.23%      1.47%      1.44%      1.56%      1.59%
    Return on
     average equity      10.33      12.79      12.39      13.44      13.89
    Net interest
     income to
     average earning
     assets(1)            4.33       4.60       4.74       4.68       4.67

    (1) Taxable-equivalent basis assuming a 35% tax rate.

                            Cullen/Frost Bankers, Inc.
                  CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)

                           2009                    2008
                         ------------------------------------------------
                         1st Qtr    4th Qtr   3rd Qtr   2nd Qtr   1st Qtr
                         -------    -------   -------   -------   -------
    BALANCE
    SHEET
    SUMMARY
    --------
    ($in millions)
    Average Balance:
      Loans                $8,809    $8,712    $8,434    $8,187    $7,918
      Earning assets       12,942    12,435    11,712    11,717    11,605
      Total assets         14,881    14,347    13,486    13,518    13,382
      Non-interest-bearing
       demand
       deposits             3,971     3,803     3,605     3,531     3,518
      Interest-bearing
       deposits             7,487     7,106     6,797     6,885     6,876
      Total deposits       11,458    10,909    10,402    10,416    10,394
      Shareholders' equity  1,766     1,647     1,573     1,573     1,529

    Period-End Balance:
      Loans                $8,779    $8,844    $8,596    $8,354    $8,013
      Earning assets       13,530    13,001    11,984    11,608    11,874
      Goodwill and
       intangible
       assets                 551       551       553       554       556
      Total assets         15,331    15,034    14,061    13,671    13,794
      Total deposits       12,033    11,509    10,618    10,627    10,728
      Shareholders' equity  1,803     1,764     1,611     1,542     1,577
      Adjusted shareholders'
       equity(1)            1,650     1,626     1,593     1,557     1,513

    ASSET QUALITY
    -------------
    ($in thousands)
    Allowance for
     possible
     loan losses         $114,168  $110,244  $107,109   $94,520   $92,498
      as a percentage of
       period-end loans      1.30%     1.25%     1.25%     1.13%     1.15%

    Net charge-offs        $5,677    $5,415    $6,351    $4,306    $3,846
      Annualized as a
       percentage
       of average loans      0.26%     0.25%     0.30%     0.21%     0.20%

    Non-performing assets:
      Non-accrual loans  $114,233   $65,174   $45,475   $40,485   $28,642
        Foreclosed assets  13,533    12,866     9,683     9,146     7,944
                         --------   -------   -------   -------   -------
          Total          $127,766   $78,040   $55,158   $49,631   $36,586
        As a percentage
         of:
      Total loans and
       foreclosed assets     1.45%     0.88%     0.64%     0.59%     0.46%
      Total assets           0.83      0.52      0.39      0.36      0.27

    CONSOLIDATED CAPITAL
     RATIOS
    -------------------

    Tier 1 Risk-Based
     Capital Ratio          10.64%    10.30%    10.33%    10.15%     9.98%
    Total Risk-Based
     Capital Ratio          12.98     12.58     12.67     12.68     12.55
    Leverage Ratio           8.70      8.80      9.04      8.69      8.51
    Equity to Assets Ratio
     (period-end)           11.76     11.73     11.46     11.28     11.43
    Equity to Assets Ratio
     (average)              11.87     11.48     11.66     11.63     11.42

    (1) Shareholders' equity excluding accumulated other comprehensive
        income(loss).

SOURCE Cullen/Frost Bankers, Inc.

Contact: Greg Parker, Investor Relations, +1-210-220-5632, or Renee Sabel, Media Relations, +1-210-220-5416, both of Cullen/Frost Bankers, Inc.

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