ContractReplacement Capital Covenant • June 3rd, 2011 • Us Bancorp \De\ • National commercial banks • New York
Contract Type FiledJune 3rd, 2011 Company Industry JurisdictionAMENDMENT (this “Amendment”), dated as of June 3, 2011 (the “Amendment Effective Date”), by U.S. Bancorp, a Delaware corporation (together with its successors and assigns, the “Corporation”), to the Replacement Capital Covenant, dated as of August 30, 2006 (the “2006 Replacement Capital Covenant”), the Replacement Capital Covenant, dated as of February 1, 2007 (the “2007 Replacement Capital Covenant”), the Replacement Capital Covenant, dated as of March 17, 2008 (the “2008 Replacement Capital Covenant”) and the Replacement Capital Covenant, dated as of June 10, 2010 (the “2010 Replacement Capital Covenant” and collectively with the 2006 Replacement Capital Covenant, the 2007 Replacement Capital Covenant and the 2008 Replacement Capital Covenant, the “Replacement Capital Covenants”), each entered into by the Corporation in favor of and for the benefit of each Covered Debtholder (as defined in the applicable Replacement Capital Covenant).