US BANCORP \DE\ — Director's Dealing 2008

Aug 11, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: US BANCORP \DE\ (USB)
CIK: 0000036104
Period of Report: 2008-08-08

Reporting Person: DAVIS RICHARD K (Director, Chairman, President and CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-08-08	Common Stock, $0.01 par value	M	173673	$28.7006	Acquired	403757.5619	Direct
2008-08-08	Common Stock, $0.01 par value	S	173673	$31.4239	Disposed	230084.5619	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-08-08	Employee Stock Option (Right to Buy)	$28.7006	M	173673	Disposed	2009-01-12	Common Stock (173673)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock, $0.01 par value	10580.8602	Direct
Common Stock, $0.01 par value	51409	Indirect

Footnotes

F1: The price in Column 4 is a weighted average price. The prices actually received ranged from $31.34 to $31.71. 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 July 31, 2008, the most recent plan report available.

F3: The option vested in four equal annual installments beginning on January 12, 2000.