BUSINESS MEMO: MERGER APPROVED

Shareholders of Boatmen's Bancshares Inc. and Fourth Financial Corporation have approved the merger of the two companies.

Seventy-seven percent of Boatmen's outstanding shares were represented during a meeting at St. Louis where 95 percent of them voted in favor of the merger. In a similar meeting at Wichita, 80 percent of Fourth Financial shares were represented, with 98 percent voting iv favor of the merger agreement.

Under terms of a the transaction, Fourth Financial Common shareholders will receive one share of Boatmen's common stock for each share of First Financial. In addition, each holder of Fourth Financial preferred stock will receive an equivalent preferred issued in Boatmen's stock.

The merger, announced in August of this year, is expected to be completed during the first quarter of 1996, pending approval by the Federal Reserve Board and other conditions of closing.

Following the acquisition, Boatmen's will have assets in excess of $41 billion and more than 650 retail locations in nine states. Boatmen's will gain the leading market share position in Kansas and Oklahoma. Boatmen's is currently the market leader in Arkansas, Missouri and New Mexico.