The chief financial officer and treasurer of Worthen Banking Corp, said Monday there was no position left for him now that the company had decided to merge with Boatmen's Bancshares.

Andrew Melton, who had been with Worthen since 1986, resigned late Friday to "pursue other opportunities and challenges."

Reached at home on Monday, he said the existing Worthen management is sufficient to see the bank through the transition to new ownership. He noted that Worthen's chairman and chief executive Curt Bradbury would also leave in the first quarter of 1995, when the deal is expected to close. "Boatmen's Jim Kinker is a fine CFO," Mr. Mellon said.

"I was very much involved in saving and growing Worthen in the late 1980s. That's the role I'm interested in playing. I'm not interested in being a small piece in Boatmen's world," he added.

Boatmen's stock swap takeover of Worthen, valued at roughly $580 million, was announced Aug. 18th. -- Jacqueline S. Gold

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