A partnership of Chase Manhattan Capital Corp. and a Minneapolis investment firm will buy Bankers Systems Inc., the nation's largest compliance software company, in a deal to be finalized in October.

Terms of the deal were not made public.

Founded in 1952, St. Cloud, Minn.-based Bankers Systems is privately owned by chief executive William E. Clemens, members of the Clemens family, and John P. Weitzel, president.

Mr. Weitzel, 56, will remain president of the company. Part of the deal was to retain current management and employees.

Marathon Fund Limited Partnership II, the partnership buying Bankers Systems, is managed by Chase Capital, an equity investing arm of Chase Manhattan, and Goldner Hawn Johnson & Morrison Inc., a Minneapolis investment company.

After the acquisition, Goldner Hawn and Chase Capital will each own 50% of the company.

Howard Unger, managing director of Chase Capital, said Bankers Systems was a well-run, family-owned company that was ready to sell.

The negotiations lasted only three weeks.

Mr. Unger said he does not envision major changes in the way Bankers Systems is run, but he did predict strong growth.

"The company has been growing at a double-digit rate, and we expect that to continue," Mr. Unger said.

Bankers Systems originally made a name for itself in banking by selling paper forms.

Although it still runs printing presses, its main focus is now compliance software.

The company has 7,000 bank software customers at 30,000 locations.

Total revenues last year were $92 million.

In announcing the sale, Mr. Clemens, 74, said, "We have experienced many changes since Bankers Systems was founded. It is time to move on and let the next generation take over."

Ronald F. Johnson, vice president and corporate counsel of Bankers Systems, said for some time Mr. Clemens has been easing out of day-to-day operations.

One of Bankers Systems major competitors, Formation Technologies Inc., Denver, was also bought out, in March.

In a similar scenario, Formation Technologies' president and owner, R. Gaylord Layton, remained as head of the company after selling it to John H. Harland Co., a check printing company in Atlanta.

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