DALLAS - First USA Inc., the top 10 credit card issuer, announced the underwritten public offering of 8,500,000 shares of its common stock at a price of $41.75 per share.

The shares are being offered by certain institutional stockholders - including Merrill Lynch & Co. and Merrill Lynch Capital Partners Inc. - that participated in the acquisition of First USA in 1989.

The reduction of Merrill Lynch's stake is consistent with the institutional stockholders' initial plans to exit their First USA investments within four to seven years.

First USA will not issue shares nor receive any of the proceeds from the sale of the institutional owners' common shares.

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