US BANCORP \DE\ — Director's Dealing 2012

Jan 23, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: US BANCORP \DE\ (USB)
CIK: 0000036104
Period of Report: 2012-01-19

Reporting Person: OWENS ODELL M (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-01-23	Common Stock, $0.01 par value	M	1384.0000	$23.0234	Acquired	1384.0000	Direct
2012-01-23	Common Stock, $0.01 par value	M	805.0000	$22.0103	Acquired	2189.0000	Direct
2012-01-23	Common Stock, $0.01 par value	S	2189.0000	$28.4233	Disposed	0.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-01-19	Restricted Stock Units	$	A	4552.0000	Acquired		Common Stock, $0.01 par value (4552.0000)	Direct
2012-01-23	Non-Employee Director Stock Option (Right to Buy)	$22.0103	M	805.0000	Disposed	2012-04-01	Common Stock, $0.01 par value (805.0000)	Direct
2012-01-23	Non-Employee Director Stock Option (Right to Buy)	$23.0234	M	1384.0000	Disposed	2012-07-01	Common Stock, $0.01 par value (1384.0000)	Direct

Footnotes

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

F2: The restricted stock units were fully vested at the time of grant. Units are payable in common stock when the reporting person ceases to serve on the Board of Directors and is not providing services to the Company as an independent contractor, except that all units are forfeited if the holder's service is terminated for cause.

F3: The option vested in four equal annual installments beginning on April 1, 2003.

F4: The option vested in four equal annual installments beginning on July 1, 2003.