US BANCORP \DE\ — Director's Dealing 2004

Jan 7, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: US BANCORP \DE\ (USB)
CIK: 0000036104
Period of Report: 2004-01-02

Reporting Person: OMALEY DAVID B (Director)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-01-02	Non-Employee Director Stock Option (Right to Buy)	$29.58	A	9525	Acquired	2014-01-02	Common Stock (9525)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Restricted Stock Units	$		Common Stock (2586)	2586	Direct
Non-Employee Director Stock Option (Right to Buy)	$21.38	2013-01-02	Common Stock (12283)	12283	Direct
Non-Employee Director Stock Option (Right to Buy)	$21.49	2012-12-17	Common Stock (7249)	7249	Direct
Non-Employee Director Stock Option (Right to Buy)	$18.82	2012-10-01	Common Stock (579)	579	Direct
Non-Employee Director Stock Option (Right to Buy)	$23.02	2012-07-01	Common Stock (1837)	1837	Direct
Non-Employee Director Stock Option (Right to Buy)	$22.01	2012-04-01	Common Stock (1032)	1032	Direct
Non-Employee Director Stock Option (Right to Buy)	$20.64	2012-01-02	Common Stock (2014)	2014	Direct
Non-Employee Director Stock Option (Right to Buy)	$20.64	2012-01-02	Common Stock (9212)	9212	Direct
Non-Employee Director Stock Option (Right to Buy)	$20.64	2012-01-02	Common Stock (8658)	8658	Direct
Non-Employee Director Stock Option (Right to Buy)	$21.87	2011-10-01	Common Stock (1636)	1636	Direct
Non-Employee Director Stock Option (Right to Buy)	$23.15	2011-07-02	Common Stock (1133)	1133	Direct
Non-Employee Director Stock Option (Right to Buy)	$23.04	2011-04-02	Common Stock (2165)	2165	Direct
Non-Employee Director Stock Option (Right to Buy)	$23.18	2011-02-27	Common Stock (6141)	6141	Direct
Non-Employee Director Stock Option (Right to Buy)	$23.28	2011-01-02	Common Stock (8860)	8860	Direct
Non-Employee Director Stock Option (Right to Buy)	$23.28	2011-01-02	Common Stock (1334)	1334	Direct
Non-Employee Director Stock Option (Right to Buy)	$21.54	2010-12-12	Common Stock (8961)	8961	Direct
Non-Employee Director Stock Option (Right to Buy)	$22.41	2010-10-02	Common Stock (277)	277	Direct
Non-Employee Director Stock Option (Right to Buy)	$20.73	2010-07-03	Common Stock (252)	252	Direct
Non-Employee Director Stock Option (Right to Buy)	$23.22	2010-04-03	Common Stock (881)	881	Direct
Non-Employee Director Stock Option (Right to Buy)	$20.80	2010-01-03	Common Stock (6192)	6291	Direct
Non-Employee Director Stock Option (Right to Buy)	$21.23	2009-12-14	Common Stock (6947)	6947	Direct
Non-Employee Director Stock Option (Right to Buy)	$25.45	2009-10-01	Common Stock (378)	378	Direct
Non-Employee Director Stock Option (Right to Buy)	$27.81	2009-07-01	Common Stock (1107)	1107	Direct
Non-Employee Director Stock Option (Right to Buy)	$27.81	2009-07-01	Common Stock (3322)	3322	Direct
Non-Employee Director Stock Option (Right to Buy)	$29.22	2009-03-09	Common Stock (10873)	10873	Direct
Non-Employee Director Stock Option (Right to Buy)	$20.86	2008-04-14	Common Stock (18122)	18122	Direct
Non-Employee Director Stock Option (Right to Buy)	$13.70	2007-04-06	Common Stock (18122)	18122	Direct

Footnotes

F1: Restricted stock units convert into common stock on a one-for-one basis.

F2: The restricted stock units vest in four equal annual installments beginning on December 17, 2003. Vested units are payable in common stock when the reporting person retires in accordance with the Company's director retirement policy.

F3: Includes restricted stock units acquired in April, July and October pursuant to a dividend reinvestment feature of the reporting person's restricted stock unit award.

F4: The option vests in four equal annual installments beginning on January 2, 2005.

F5: Stock option acquired from issuer in lieu of $60,000 of cash compensation for 2004 director fees under the 2001 Executive Stock Incentive Plan.

F6: 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 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.

F7: The option vests in four equal annual installments beginning on January 2, 2004.

F8: The option vests in four equal annual installments beginning on December 17, 2003.

F9: The option vests in four equal annual installments beginning on October 1, 2003.

F10: The option vests in four equal annual installments beginning on July 1, 2003.

F11: The option vests in four equal annual installments beginning on April 1, 2003.

F12: The option vests in four equal annual installments beginning on January 2, 2003.

F13: The option vests in four equal annual installments beginning on October 1, 2002.

F14: The option vests in four equal annual installments beginning on July 2, 2002.

F15: The option vests in four equal annual installments beginning on April 2, 2002.

F16: The option vests in four equal annual installments beginning on February 27, 2002.

F17: The option vests in four equal annual installments beginning on January 2, 2002.

F18: The option vests in four equal annual installments beginning on December 12, 2001.

F19: The option vests in four equal annual installments beginning on October 2, 2001.

F20: The option vests in four equal annual installments beginning on July 3, 2001.

F21: The option vests in four equal annual installments beginning on April 3, 2001.

F22: The option vested in four equal annual installments beginning on January 2, 2001.

F23: The option vested in four equal annual installments beginning on December 14, 2000.

F24: The option vested in four equal annual installments beginning on October 1, 2000.

F25: The option vested in four equal annual installments beginning on July 1, 2000.

F26: The option vested in four equal annual installments beginning on March 9, 2000.

F27: The option vested in four equal annual installments beginning on April 14, 1999.

F28: The option vested in four equal annual installments beginning on April 8, 1998.