FRESNO, Calif. -- Vallicorp Holdings Inc. and Mineral King Bancorp said they will amend the conversion ratio in their proposed merger.

Mineral King shareholders will now receive 2.0103 shares of Vallicorp common stock per Mineral King share, versus 2.05 shares under the original terms of the merger agreement.

The conversion ratio will continue to be subject to certain price protection provisions. The reason for the amendment is to reflect the assumption by Vallicorp of certain stock options. Previously, the directors holding such options had agreed to relinquish them, but Vallicorp was advised that failure to assume such options would preclude pooling of interests accounting, a condition precedent to the merger.

J. Mike McGowan, president and chief executive officer of Vallicorp, said, "Today's announcement has no effect on the timing of this merger, nor does it affect the aggregate number of Vallicorp shares being exchanged.

The merger remains on schedule for completion in December 1994, and both companies are clearly looking forward to its completion."

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