COMMERCE BANCSHARES INC /MO/ — Director's Dealing 2003

Aug 6, 2003

SEC Form 5/A — Form 5/A

Issuer: COMMERCE BANCSHARES INC /MO/ (CBSH)
CIK: 0000022356
Period of Report: 2002-12-31

Reporting Person: KEMPER JONATHAN M (Director, Vice Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2002-01-01	Common Stock	A	26585	—	Acquired	30587	Indirect
2002-09-27	Common Stock	A	116	$38.9	Acquired	30703	Indirect
2002-12-13	Common Stock	A	116	$39.69	Acquired	30819	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	764165	Direct
Common Stock	130190	Indirect

Footnotes

F1: The reporting person acquired ownership of these shares on various dates prior to January 1, 2002, pursuant to the Issuer's Executive Incentive Compensation Plan.

F2: Shares acquired as a result of the reinvestment of cash dividends under the Issuer's Executive Incentive Compensation Plan.

F3: This amount includes the correction of 759,422 shares held in a revocable trust which were previously reported as held indirectly, and are now being reported as held directly. Also included are 4,743 shares acquired under the Issuer's Restricted Stock Plan and held directly. The change in the number of shares held directly is due to a change in the manner of reporting and there has been no economic change that has taken place.

F4: The reporting person owns stock of Tower Properties Co., which owns certain shares of the Issuer's stock that are attributed to the reporting person. The reporting person disclaims beneficial ownership of all of the Issuer's shares owned by Tower Properties Co.