Signaling an effort to accelerate change within the company, Banc One Corp. said Monday that president and chief operating officer Donald L. McWhorter will take early retirement and be replaced by Richard J. Lehmann, head of the highly profitable Arizona subsidiary.

Analysts said the promotion of Mr. Lehmann, 50, is part of a drive to realign upper management at the Columbus, Ohio-based company in the wake of relatively poor performance in 1994, when earnings fell 16% because of acquisition and bond portfolio charges.

"There's an accelerating recognition in that company that the way things have always been done at Banc One is not the way they're going to be done," said Anthony R. Davis with Dean Witter.

Mr. Lehmann led Banc One's Arizona subsidiary to a 1.42% return on assets in 1994, a year in which the company's overall ROA was 1.15%.

Last year, Banc One began to centralize power at the regional level. Banc One had previously operated its 69 bank subsidiaries as autonomous units.

Chairman and chief executive John B. McCoy said the transition from Mr. WcWhorter to Mr. Lehmann "will be as seamless a change as you can have when you change two senior people."

Mr. McWhorter, 59, said his plans for an early retirement had been under discussion with Mr. McCoy for several years. "When I became president, he and I both understood that I would not be here until age 65," he said.

Mr. McWorter became Banc One's president in 1992 after two decades with the company. He will retire on April 18. He said he had no immediate plans apart from spending more time with his family.

Mr. Lehmann said it was premature to speculate on any changes he might implement in his new role. However, he added that he was "ecstatic" about the promotion and sees it as "a great opportunity."

Mr. Lehmann had been chairman and CEO of Phoenix-based Valley National Corp., which Banc One acquired in 1993. Before joining Valley National in 1988, he spent 20 years with Citicorp.

Mr. McWhorter is the third high-level Banc One executive to retire in recent months. The heads of the company's Texas and Illinois subsidiary banks both stepped down at yearend.

Mr. McCoy said the three departures were "coincidental."

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