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U.S. Bancorp Repurchases Convertible Senior Notes

MINNEAPOLIS--(BUSINESS WIRE)--Aug. 7, 2002--U.S. Bancorp
(NYSE:USB) announced today that it repurchased for cash approximately $1.4 billion aggregate principal amount at maturity of its Contingent Zero-Coupon Accreting Redeemable Securities(SM) (CZARS)(SM) (Convertible Senior Notes) due 2021 (the CZARS) that were validly tendered as of the close of business on Monday, August 5, 2002, in accordance with the terms of the indenture governing the CZARS. Each note was purchased at its accreted value of $752.82 per $1,000 principal amount at maturity for an aggregate purchase price of approximately $1.06 billion. Approximately $76 million aggregate principal amount at maturity of the CZARS remain outstanding.

Minneapolis-based U.S. Bancorp, with assets in excess of

$173 billion, is the 8th largest financial services holding company in the United States. The company operates 2,131 banking offices and 4,818 ATMs, and provides a comprehensive line of banking, brokerage, insurance, investment, mortgage, trust and payment services products to consumers, businesses and institutions. U.S. Bancorp is home of the Five Star Service Guarantee which assures customers of certain key banking benefits and services or customers will be paid for their inconvenience. U.S. Bancorp is the parent company of U.S. Bank. Visit U.S. Bancorp on the web at usbank.com.

--30--jam/cl*

CONTACT: U.S. Bancorp

Steve Dale (Media), 612/973-0898

H.D. McCullough (Analysts), 612/973-2261

Judy Murphy (Analysts), 612/973-2264

KEYWORD: MINNESOTA

INDUSTRY KEYWORD: BANKING

SOURCE: U.S. Bancorp

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"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding U.S. Bancorp's business which are not historical facts are "forward-looking statements" that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see "Risk Factors" in the Company's Annual Report or Form 10-K for the most recently ended fiscal year.



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