0000950134-04-016891 Sample Contracts

AMENDMENT NO. 2 OF EMPLOYMENT AGREEMENT
Employment Agreement • November 9th, 2004 • Us Bancorp \De\ • National commercial banks

This AMENDMENT NO. 2 OF EMPLOYMENT AGREEMENT entered into by and between U.S Bancorp, a Delaware corporation (the “Company”) and Jerry A. Grundhofer (the “Executive”), is entered into effective October 19, 2004.

Sample 1
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Number of AWARDED TO Award Date Shares Number Final Vesting Date
Agreement • November 9th, 2004 • Us Bancorp \De\ • National commercial banks • Minnesota

THIS AGREEMENT is made as of the date in the box above labeled “Award Date” (the “Award Date”) by and between U.S. Bancorp, a Delaware corporation (the “Company”), and the individual named in the box above labeled “Awarded To” (the “Participant”).

Sample 1
Number of AWARDED TO Award Date Shares Number JERRY GRUNDHOFER Final Vesting Date
Agreement • November 9th, 2004 • Us Bancorp \De\ • National commercial banks • Minnesota

THIS AGREEMENT is made as of the date in the box above labeled “Award Date” (the “Award Date”) by and between U.S. Bancorp, a Delaware corporation (the “Company”), and the individual named in the box above labeled “Awarded To” (the “Participant”).

Sample 1
Number of U.S. Bancorp Exercise Price Social Security GRANTED TO Grant Date Common Shares Per Share ($) Number Expiration Date
Agreement • November 9th, 2004 • Us Bancorp \De\ • National commercial banks • Minnesota

THIS AGREEMENT is made as of the date in the box above labeled “Grant Date” (the “Grant Date”) by and between U.S. Bancorp, a Delaware corporation (the “Company”), and the director named in the box above labeled “Granted To” (the “Optionee”).

Sample 1
U.S. BANCORP RESTRICTED STOCK AWARD AGREEMENT
Stock Award Agreement • November 9th, 2004 • Us Bancorp \De\ • National commercial banks • Minnesota

THIS AGREEMENT is made as of the date in the box above labeled “Award Date” (the “Award Date”) by and between U.S. Bancorp, a Delaware corporation (the “Company”), and the individual named in the box above labeled “Awarded To” (the “Participant”).

Sample 1
Number of Social AWARDED TO Award Date Shares Number Final Vesting Date
Agreement • November 9th, 2004 • Us Bancorp \De\ • National commercial banks • Minnesota

THIS AGREEMENT is made as of the date in the box above labeled “Award Date” (the “Award Date”) by and between U.S. Bancorp, a Delaware corporation (the “Company”), and the individual named in the box above labeled “Awarded To” (the “Participant”).

Sample 1
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