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US BANCORP \DE\ Director's Dealing 2005

Jan 20, 2005

29924_dirs_2005-01-20_8d809c9b-d716-49df-91d2-8c504e8440f4.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: 2005-01-18

Reporting Person: GLUCKMAN VICTORIA BUYNISKI (Director)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2005-01-18 Restricted Stock Units $ A 1743 Acquired Common Stock (1743) Direct
2005-01-18 Non-Employee Director Stock Option (Right to Buy) $30.40 A 7859 Acquired 2015-01-18 Common Stock (7859) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Restricted Stock Units $ Common Stock (1951) 1951 Direct
Restricted Stock Units $ Common Stock (2742) 2742 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 January 18, 2006. Units are payable in common stock when the reporting person retires in accordance with the Company's director retirement policy; only vested units are payable when board service ends under other circumstances.

F3: The restricted stock units vest in four equal annual installments beginning on January 20, 2005. Units are payable in common stock when the reporting person retires in accordance with the Company's director retirement policy; only vested units are payable when board service ends under other circumstances.

F4: Includes restricted stock units acquired in April, July and October 2004, and January 2005, pursuant to a dividend reinvestment feature of the reporting person's restricted stock unit award.

F5: The restricted stock units vest in four equal annual installments beginning on December 17, 2003. Units are payable in common stock when the reporting person retires in accordance with the Company's director retirement policy; only vested units are payable when board service ends under other circumstances.

F6: The option vests in four equal annual installments beginning on January 18, 2006.