In what would be its first entry into Colorado, Zions Bancorp. said it has signed an agreement to acquire $450 million-asset Aspen Bancshares for $75 million of stock.

Aspen is to be merged into Zions in a tax-free pooling of interests. The deal is expected to close by April at a purchase price of 2.4 times Aspen's book value.

The Aspen, Colo., banking company said it is giving Zions the option to buy 19.9% of its outstanding common stock if the transaction fails or is held up.

The deal price, which is equivalent to about $19.25 per Aspen share, calls for every Aspen share to be converted into Zions shares at a ratio based on Zions' average stock price for an unspecified period before the deal's closing.

Harris H. Simmons, Zions' president and chief executive, said the Salt Lake City banking company would largely retain Aspen's present management and branches.

Charles B. Israel, Aspen's president and chief executive, said the acquisition would benefit shareholders and enhance the company's competitive position in western Colorado.

Aspen Bancshares operates 11 offices in Colorado and one in Farmington, N.M.; it owns Pitkin County Bank and Trust, Centennial Savings Bank, and Valley National Bank of Cortez.

Zions Bancorp., with assets of $6.8 billion, has 99 bank offices.

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