Worthen Banking Corp. said it had agreed to buy rival Union of Arkansas Corp., Little Rock, for 4,550,000 common shares - or $93.2 million based on Tuesday's closing price.

If the value of the deal is under $100 million at the closing, Worthen will pay the difference, not to exceed $9 million. The merger of the companies, now No. 2 and No. 5 in Arkansas, would create the state's largest, with $3.4 billion in assets.

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