U.S. Bancorp said Wednesday that vice chairman Philip G. Heasley has been promoted to president and chief operating officer.

The Minneapolis-based banking company also announced the retirement of vice chairmen Robert D. Sznewajs, 52, and Richard A. Zona, 54. Mr. Zona will retire in the spring, and Mr. Sznewajs' departure date is unclear.

In an interview, chairman and chief executive John F. Grundhofer, 60, said that he hopes to retire in or around 2004, and that Mr. Heasley, 49, could be a successor if the bank's board approves.

"Five years is an eternity in this environment, so I'll probably be ready to retire," Mr. Grundhofer said. "'Phil is uniquely qualified to coordinate our efforts around technology and the Internet."

Mr. Grundhofer, who was president before handing the title to Mr. Heasley, said that his $77 billion-asset company does not have a mandatory retirement age; however, most retire at 65.

Though observers agreed that Mr. Heasley has the skills to head an institution the likes of U.S. Bancorp, they were split about the significance of Wednesday's announcement.

James R. Bradshaw, an analyst with Pacific Crest Securities in Portland, Ore., said the departures of Mr. Zona and Mr. Sznewajs make it obvious that the newly promoted Mr. Heasley is next in line to be CEO.

"This is a cleanup of their succession plan," Mr. Bradshaw said.

Others, however, argued that because of Mr. Heasley's background, the move is more of an acknowledgment of the importance of technology in today's competitive banking environment.

"They are recognizing that technology is the sunrise portion of the banking business," said R. Jay Tejera, an analyst with Ragen MacKenzie Inc. in Seattle. "Heasley has built some real material revenue streams for the company."

Mr. Heasley joined the banking company in 1987, and has been a vice chairman since 1993. He was a chief architect of U.S. Bancorp's Visa corporate and purchasing card businesses, now the nation's largest. He also developed the bank's customer relationship management systems.

In addition to his current role overseeing payment systems, technology, operations, and corporate relations, Mr. Heasley takes on the responsibility of managing the banking company's branch network. His title of chief operating officer is a new one for U.S. Bancorp-the responsibility was formerly split up among vice chairmen, Mr. Grundhofer said.

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