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US BANCORP \DE\ Director's Dealing 2004

Jan 22, 2004

29924_dirs_2004-01-22_16e4b0c8-d5df-467b-ba99-0741935c9af3.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: US BANCORP \DE\ (USB)
CIK: 0000036104
Period of Report: 2004-01-20

Reporting Person: DOLAN TERRANCE R (EVP, Controller)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2004-01-20 Common Stock, $0.01 par value A 4883 $28.50 Acquired 4883 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2004-01-20 Employee Stock Option (Right to Buy) $28.50 A 27346 Acquired 2014-01-20 Common Stock (27346) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock, $0.01 par value 908.7 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Employee Stock Option (Right to Buy) $21.4938 2012-12-17 Common Stock (65442) 65442 Direct
Employee Stock Option (Right to Buy) $19.1001 2011-12-18 Common Stock (100680) 100680 Direct
Employee Stock Option (Right to Buy) $23.1824 2011-02-27 Common Stock (50340) 50340 Direct
Employee Stock Option (Right to Buy) $29.1518 2009-04-20 Common Stock (77690) 77690 Direct
Employee Stock Option (Right to Buy) $32.7771 2008-09-16 Common Stock (25472) 25472 Direct

Footnotes

F1: Based on a plan report dated 12/31/03, the most recent plan report available.

F2: The option vests in four equal annual installments beginning on January 20, 2005.

F3: The exercise price and number of shares subject to the option were adjusted to preserve the economic value of the option in connection with the special dividend paid to effect the spin-off of the company's Piper Jaffray subsidiary on December 31, 2003, by multiplying the number of shares subject to the option, and dividing the option price, by 1.0068.

F4: The option vests in four equal annual installments beginning on December 17, 2003.

F5: The option vests in four equal annual installments beginning on December 18, 2002.

F6: The option vests in four equal annual installments beginning on February 27, 2002.