US BANCORP \DE\ — Director's Dealing 2008

Nov 5, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: US BANCORP \DE\ (USB)
CIK: 0000036104
Period of Report: 2008-11-04

Reporting Person: CARLSON JENNIE P (EVP, Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-11-04	Common Stock, $0.01 par value	M	45306	$19.1001	Acquired	53794	Direct
2008-11-04	Common Stock, $0.01 par value	S	45306	$32.2509	Disposed	8488	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-11-04	Employee Stock Option (Right to Buy)	$19.1001	M	45306	Disposed	2011-12-18	Common Stock (45306)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	17699.8594	Indirect
Common Stock, $0.01 par value	19153.6393	Indirect
Common Stock, $0.01 par value	1800	Indirect

Footnotes

F1: The price in Column 4 is a weighted average price. The prices actually received ranged from $32.25 to $32.29. The reporting person will provide to the issuer, any security holder of the issuer or the SEC staff, upon request, information regarding the number of shares sold at each price within the range.

F2: Based on a plan report dated October 31, 2008, the most recent plan report available.

F3: Includes amounts acquired in April, July and October 2008 pursuant to dividend reinvestment.

F4: The option vested in four equal annual installments beginning on December 18, 2002.