Mail Stop 4561

      April 19, 2006

Mr. David E. Rainbolt
President and Chief Executive Officer
Bancfirst Corporation
101 North Broadway
Oklahoma City, Oklahoma 73102
Via Mail and Facsimile (405) 270-1099

      Re:	Bancfirst Corporation
		Form 10-K for the Fiscal Year Ended December 31, 2005
		File No. 0-14384

Dear Mr. Rainbolt:

      We have reviewed your filing and have the following
comments.
We have limited our review of your filing to those issues we have
addressed in our comments.  After reviewing this information, we
may
raise additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comment or any other aspect
of
our review.  Feel free to call us at the telephone numbers listed
at
the end of this letter.


Form 10-K for the Fiscal Year Ended December 31, 2005

Item 9A. Controls and Procedures, page 19

1. We note the disclosure that your Chief Executive Officer, Chief
Financial Officer and Disclosure Committee concluded that
disclosure
controls and procedures of the company are "adequate."  Please
tell
us and in future filings disclose your principal executive and
principal financial officers` conclusion regarding the
"effectiveness" of your disclosure controls and procedures as of
the
end of the period covered by the report.  Refer to Item 307 of
Regulation S-K.




Consolidated Financial Statements

Note 1 - Summary of Significant Accounting Policies

Basis of Presentation, page A-30

2. We note your disclosure that prior to the issuance of the your
financial statements for the year ended December 31, 2005,
management
determined that the your statements of cash flow for the years
ended
December 31, 2004 and 2003 should be restated.  Please tell us the
following:
* the date management determined the company should restate;
* how you determined you were not required to file an Item 4.02
Form
8-K;
* the effects of the restatement on each of the first three
quarters
ending in fiscal year 2005 and 2004; and
* how you determined you were not required to file amended Form
10-Qs
for each of the first three quarters ending in fiscal year 2005
with
restated quarterly financial information for 2004 or present
similar
restated quarterly financial information in your Form 10-K for the
year ended December 31, 2005.

*****

As appropriate, please respond to these comments within 10
business
days or tell us when you will provide us with a response.  Please
furnish a response letter that keys your response to our comments
and
provides any requested information.  Detailed letters greatly
facilitate our review.  Please file your response letter on EDGAR.
Please understand that we may have additional comments after
reviewing your response to our comments.

We urge all persons who are responsible for the accuracy and
adequacy
of the disclosure in the filing to be certain that the filing
includes all information required under the Securities Exchange
Act
of 1934 and that they have provided all information investors
require
for an informed investment decision.  Since the company and its
management are in possession of all facts relating to a company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.

      You may contact Benjamin Phippen, Staff Accountant, at (202)
551-3697 or me at (202) 551-3449 if you have questions.


      Sincerely,



      Joyce Sweeney
								Accounting Branch Chief










David E. Rainbolt
Bancfirst Corporation
April 19, 2006
Page 1