US BANCORP \DE\ — Director's Dealing 2004

Jan 2, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PIPER JAFFRAY COMPANIES (PJC)
CIK: 0001230245
Period of Report: 2003-12-30

Reporting Person: US BANCORP \DE\ (10% Owner)
Reporting Person: US BANCORP INVESTMENTS INC (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2003-12-30	Common Stock	J	19333029	—	Acquired	19333129	Indirect
2003-12-30	Common Stock	J	19333129	—	Acquired	19333129	Direct
2003-12-31	Common Stock	J	19333129	—	Disposed	0	Direct

Footnotes

F1: On December 30, 2003, U.S. Bancorp Investments, Inc., a wholly owned subsidiary of U.S. Bancorp, merged with and into U.S. Bancorp Piper Jaffray Companies Inc., a wholly owned subsidiary of U.S. Bancorp that held all of the 100 outstanding shares of the Issuer, Piper Jaffray Companies. U.S. Bancorp Piper Jaffray Companies Inc. was the surviving corporation in the merger and was renamed U.S. Bancorp Investments, Inc. at the time of the merger. On December 30, 2003, after the merger, U.S. Bancorp Investments, Inc. contributed certain assets to Piper Jaffray Companies in exchange for 19,333,029 shares of Piper Jaffray Companies common stock (the "Contribution").

F2: After completion of the Contribution, U.S. Bancorp Investments, Inc. distributed on December 30, 2003, to its sole stockholder, U.S. Bancorp, all 19,333,129 shares of Piper Jaffray Companies common stock held by it by means of a special stock dividend. At such time U.S. Bancorp Investments, Inc. ceased to beneficially own any shares of Piper Jaffray Companies common stock, and U.S. Bancorp became the direct beneficial owner of all such shares of Piper Jaffray Companies common stock.

F3: On December 31, 2003, U.S. Bancorp made a pro rata distribution of all 19,333,129 shares of Piper Jaffray Companies common stock held by it to U.S. Bancorp stockholders by means of a special stock dividend.

F4: U.S. Bancorp may be deemed to beneficially own shares of Piper Jaffray Companies common stock that it or its affiliates receive in the distribution in respect of U.S. Bancorp common stock held in customer accounts and funds for which it or its subsidiaries act as a trustee, asset manager or investment advisor or in another fiduciary capacity. U.S. Bancorp and its subsidiaries disclaim all such beneficial ownership.