Rule 424(b)(3)
Reg. No. 33-55797
IV FOURTH FINANCIAL
CORPORATION
THIS DOCUMENT CONSTITUTES PART OF A PROSPECTUS
COVERING SECURITIES THAT HAVE BEEN REGISTERED
UNDER THE SECURITIES ACT OF 1933
SUPPLEMENT
dated November 14, 1994
to
OKLAHOMA SAVINGS, INC.
PROXY STATEMENT-PROSPECTUS
dated November 10, 1994
for
Special Meeting of Stockholders
To be Held December 15, 1994
and for 372,262 Shares of
FOURTH FINANCIAL CORPORATION
Common Stock, $5 Par Value
The Proxy Statement-Prospectus, dated November 10,
1994, furnished in connection with the solicitation of proxies
by the Board of Directors of Oklahoma Savings, Inc., a
Delaware corporation ("OSI"), in connection with a Special
Meeting of Stockholders of OSI to be held at 10:00 a.m.,
Central Standard Time on December 15, 1994 (the "Special
Meeting"), at the office of Stillwater Federal Savings Bank,
601 South Husband, Stillwater, Oklahoma, and for the maximum
of 372,262 shares of common stock, par value $5 per share
("Fourth Stock"), of Fourth Financial Corporation ("Fourth
Financial") expected to be issued in connection with the
merger of OSI into Fourth Financial is hereby amended by this
Supplement to incorporate by reference the Form 10-Q of Fourth
Financial for the quarter ended September 30, 1994, a copy of
which is attached hereto. It is suggested that you keep this
Supplement with the Proxy Statement-Prospectus.
_________________
THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE
SECURITIES AND EXCHANGE COMMISSION NOR HAS THE COMMISSION
PASSED UPON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS.
ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
_________________
The date of this Supplement is November 14, 1994
Form 10-Q of Fourth Financial Corporation for the quarter
ended September 30, 1994 and filed with the Securities and
Exchange Commission on November 14, 1994, Accession Number
0000038475-94-000018, is omitted.
