DALLAS - First USA Inc. said it had registered with the Security and Exchange Commission for a public offering of five million shares of common stock, with Merrill Lynch & Co. as lead manager.

First USA, the owner of a credit card bank in Delaware, resulted from a spinoff by Lomas Financial Corp. in 1989. Four million shares will be sold by existing First USA stockholders and one million will be issued by the company.

Four million shares will be offered in North America and the rest in other countries. The share price Friday afternoon was $40.50, down $2.25.

First USA, which has issued about four million cards, said it will use proceeds general corporate purposes, which may include a reduction of debt and financing of expansion.

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