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This changes banking forever.
2001 ANNUAL REPORT AND FORM 10-K

Table of contents

  • Page 1
    This changes banking forever. 2001 ANNUAL REPORT AND FORM 10-K

  • Page 2
    ...ed Businesses Providing Convenient Access Building the Best Bank in America Capitalizing on Growth Opportunities Providing Local Market Leadership and Community Support Financial Section 16 Management's Discussion and Analysis Responsibility for Financial Statements Report of Independent Accountants...

  • Page 3
    Delivering Five Star Service Guaranteed This changes banking forever. Guaranteed customer service by every business line and every employee for every transaction, every day. Our exclusive Five Star Service Guarantee puts customer needs first and foremost. O utstanding customer service is so ...

  • Page 4
    ...N et Incom e D iluted Earnings Per Com m on Share (O perating Basis)(a) D iluted Earnings Per Com m on Share Return on Average Assets (In ...Efficiency R atio (O perating Basis)(a) Efficiency R atio Bank ing Efficiency R atio (O perating Basis)(a) Bank ing Efficiency R atio Average Assets...Bancorp

  • Page 5
    ...income to derive operating earnings may be significant and may not be comparable to other companies. (b) Dividends per share have not been restated for the 2001 merger of Firstar and the former U.S. Bancorp ("USBM"). (c) Without investment banking and brokerage activity. Forward-Looking Statements...

  • Page 6
    This changes banking forever. 4 U.S. Bancorp

  • Page 7
    ... Star Service Guarantee, is an ongoing priority at U.S. Bancorp, as is selling more of our products and services. You can read more about our Five Star Service Guarantee at the front of this report. O ur operating revenue growth in the fourth quarter is a sure sign that our sales and service culture...

  • Page 8
    ...purchasing card services, consumer lines of credit, ATM processing and merchant processing Each U.S. Bancorp business line focuses on unique customer segments, enabling us to best meet the needs of our broad customer base. * Treasury and Corporate Support contributed (1.0)% of 2001 operating income...

  • Page 9
    ... U.S. Bancorp Operating Income* 32.1% Key Business Units Corporate Payment Systems provides Visa® corporate and purchasing cards and other payment solutions to companies with annual sales greater than $50 million, as well as federal, state and local governments Card Services provides credit and...

  • Page 10
    Providing Convenient Access Our customers can choose the easiest way to bank, whether in person, by telephone, via ATM or online. Cutting-Edge Delivery Technologies 24-Hour Banking: Our Consumer Banking customer service call centers handled 126,207,713 inbound inquiries in 2001, including 99,783,...

  • Page 11
    ... for loans and lines of credit, access account information, pay bills and more. Businesses and investors also benefit from increasingly sophisticated, specialized online tools. For example, we offer advanced capabilities to deliver check images to commercial customers via the Branch Banking and...

  • Page 12
    Building the Best Bank in America Disciplined. Detailed. Deliberate. Structure and Process Every week for more than a year, corporate and line-of-business leaders from across U.S. Bancorp have been gathering to execute our comprehensive plan to integrate Firstar and U.S. Bank. They are united by a ...

  • Page 13
    ... service excellence - guaranteed! Integration Highlights 3Q01 • U.S. Bancorp closes acquisition of NOVA Corporation • U.S. Bancorp closes acquisition of 20 Southern California branches from Pacific Century Bank • Commercial loan centers consolidate • Firstar Funds merge into First American...

  • Page 14
    ... by our Five Star Service Guarantee. Consumers enjoy expanded access through 2,147 branches and 4,904 ATMs in 24 states, plus state-of-the-art telephone and Internet banking channels. Businesses also benefit from our expanded geographic reach and technology investments. Outstanding products...

  • Page 15
    ... sizes. Merchants benefit from our industry-leading product offerings, including electronic check processing, a variety of Web-enabled tools, and a full array of point-of-sale applications in addition to credit card and debit card processing. Within our Transaction Services division, Elan Financial...

  • Page 16
    Providing Local Market Leadership and Community Support 14 U.S. Bancorp

  • Page 17
    ...local management teams make the decisions that most directly affect their customers. Local autonomy in resource allocation, community affairs, pricing and business development enhances local market control. The boards include local business and civic leaders in addition to U.S. Bank executives. The...

  • Page 18
    ... economic conditions and credit quality relative to a year ago. The reduction in the Company's return on average common equity also reÃ-ected the impact of recent acquisitions, which were accounted for using the purchase method. Net income included after-tax merger and restructuring-related items of...

  • Page 19
    ... Year-end Balance Sheet Loans Investment securities Assets Deposits Long-term debt Total shareholders' equity (a) The Company analyzes its performance on a net income basis in accordance with accounting principles generally accepted in the United States, as well as on an operating basis...

  • Page 20
    ... Bank in a cash transaction. The acquisition included 20 branches located in Southern California with approximately $712 million in deposits and $570 million in loans. On October 13, 2000, the Company acquired Scripps Financial Corporation of San Diego, which had 10 branches in San Diego County...

  • Page 21
    ... noninterest-bearing deposits, allowance for credit losses, non-earning assets, other liabilities and equity. reduction related to transfers of short-term, high credit quality, low margin commercial loans to Stellar Funding Group, Inc. (""loan conduit''). Average investment securities were...

  • Page 22
    ...take into account the level of noninterest-bearing funding, nor does it fully reÃ-ect changes in the mix of assets and liabilities. to the restructuring of a co-branding credit card relationship. Refer to Note 4 of the Notes to Consolidated Financial Statements for further information on merger and...

  • Page 23
    ... Noninterest Income (Dollars in Millions) 2001 2000 1999 Credit card fee revenue Merchant and ATM processing revenue Trust and investment management fees Deposit service charges Cash management fees Mortgage banking revenue Trading account proÃ'ts and commissions Investment products fees and...

  • Page 24
    ... 1999 Salaries Employee beneÃ'ts Net occupancy Furniture and equipment Professional services Advertising and marketing Travel and entertainment Software Data processing Communication Postage Printing Goodwill Other intangible assets Other Total operating noninterest expense Merger...

  • Page 25
    ... other building-related costs and $66.8 million to fund charitable foundations and other business integration costs. Refer to Note 3 and Note 4 of the Notes to Consolidated Financial Statements for further information on these acquired businesses and merger and restructuringrelated items. Income Tax...

  • Page 26
    ...sale), average commercial loans increased by 2.1 percent from a year ago. The Company oÃ...ers a broad array of traditional commercial lending products and specialized products such as asset-based lending, lease Ã'nancing, agricultural credit and correspondent banking. The Company monitors and manages...

  • Page 27
    ... Colorado Illinois Minnesota Missouri Ohio Oregon Washington Wisconsin Iowa, Kansas, Nebraska, North Dakota, South Dakota Arkansas, Indiana, Kentucky, Tennessee Idaho, Montana, Wyoming Arizona, Nevada, Utah Total banking region Outside the Company's banking region Total 3,969...

  • Page 28
    ... Colorado Illinois Minnesota Missouri Ohio Oregon Washington Wisconsin Iowa, Kansas, Nebraska, North Dakota, South Dakota Arkansas, Indiana, Kentucky, Tennessee Idaho, Montana, Wyoming Arizona, Nevada, Utah Total banking region Outside the Company's banking region Total 3,399...

  • Page 29
    ... loans increased 12.2 percent from a year ago with growth in most retail loan categories. Of the total retail loans and residential mortgages outstanding, approximately 93 percent are to customers located in the Company's banking region. Loans Held for Sale At December 31, 2001, loans held for sale...

  • Page 30
    ...percent) from $109.5 billion at year-end 2000. The decline since December 31, 2000, was primarily due to the required sale of 14 branches related to the merger of Firstar and USBM as well as management's funding decisions to reduce higher cost time deposits greater than $100,000. Noninterest-bearing...

  • Page 31
    ... cash Ã-ows related to asset securitization and other oÃ...-balance sheet structures. Operational risk represents the possibility that transactions are processed erroneously and that material errors are not detected by the systems of internal accounting controls. Credit Risk Management The Company...

  • Page 32
    ...of USBM, renegotiating a credit card cobranding relationship and discontinuing an unsecured small business product that did not align with the product oÃ...erings of the combined company. The Company also implemented accelerated loan workout strategies for certain commercial credits. By the end of the...

  • Page 33
    ... the Ã'rst quarter of 2001. The increase in commercial loan net charge-oÃ...s in 2000 included higher losses on a growing portfolio of small business products, growth in the corporate card portfolio, credit losses related to acquired leasing businesses and lower levels of recoveries compared with 1999...

  • Page 34
    ... real estate Commercial mortgages Construction and development Total commercial real estate Residential mortgages Retail Credit card Retail leasing Other retail Total retail Total (a) Throughout this document, nonperforming assets and related ratios do not include accruing loans 90 days...

  • Page 35
    ... commercial real estate Residential mortgages Retail Credit card Retail leasing Other retail Total retail Total net charge-oÃ...s Provision for credit losses Losses from loan sales/transfers Acquisitions and other changes Balance at end of year Allowance as a percentage of: Period-end loans...

  • Page 36
    ... merger and restructuring-related credit actions and management's extensive review of the commercial loan portfolio in light of current economic conditions. The level of the allowance was also impacted by risk rating changes by regulators of shared national credits agented by other banks, Company...

  • Page 37
    ... ÏÏ Total commercial real estateÏÏ Residential mortgages Retail Credit card Retail leasing Other retail Total retail Total allocated allowanceÏÏÏ Unallocated portion Total allowance $2,457.3 $1,786.9 $1,710.3 $1,705.7 $1,665.8 (a) During 2001, the Company changed its methodology...

  • Page 38
    Financial Statements for accounting policies related to the allowance for credit losses. Residual Risk Management The Company manages its risk to changes in the value of lease residual assets through disciplined residual setting and valuation at the inception of a lease, diversiÃ'cation of its ...

  • Page 39
    ... of a downward movement in rates or an upward movement in rates of 300 basis points over a twelve month period resulted in less than 1.0 percent change in net interest income. At December 31, 2001, the Company was well within policy guidelines. in a 200 basis point parallel rate shock to 15 percent...

  • Page 40
    ... banks, broker-dealers and corporations, with established relationships and requiring collateral to support credit exposures in excess of established guidelines. To minimize the risk, the Company 38 U.S. Bancorp enters into legally enforceable master netting agreements, which permit the close...

  • Page 41
    ... Also, the Company's subsidiary banks have signiÃ'cant correspondent banking networks and corporate accounts. Accordingly, it has access to national fed funds, funding through repurchase agreements and sources of more stable regionally based certiÃ'cates of deposit. Asset securitization and conduits...

  • Page 42
    ... was primarily the result of corporate earnings and the issuance of stock in connection with the NOVA acquisition, oÃ...set by dividend payments, merger and restructuring-related items and share repurchases. On February 27, 2001, the Company increased its dividend rate per common share 15.4 percent...

  • Page 43
    ... Financial Statements. Banking regulators deÃ'ne minimum capital requirements for banks and Ã'nancial services holding companies. Additionally, credit rating agencies evaluate capital adequacy including tangible common equity as a percentage of tangible assets. The Company manages various capital...

  • Page 44
    ...lower corporate card transaction volumes. Merchant and ATM processing revenue increased $116.0 million principally due to the acquisition of NOVA. Deposit service charges, cash management fees, commercial product revenue and mortgage banking revenue improved in the fourth quarter of 2001 from a year...

  • Page 45
    ...derived from the Company's business unit proÃ'tability reporting system by speciÃ'cally attributing managed balance sheet assets, deposits and other liabilities and their related interest income or expense. Funds transfer pricing methodologies are utilized to allocate a cost for funds used or credit...

  • Page 46
    ... decline was driven by the impact of declining rates on the funding beneÃ't of deposits, an increase in the provision for credit losses, banking acquisitions and certain asset write-downs taken by the Company. The line of business generated operating income of $2,287.7 million in 2001, a decline of...

  • Page 47
    ... to an increase in retail deposit and cash management fees, mortgage banking originations, the alignment and redesign of products and features in connection with the merger of Firstar and USBM, and fee revenue related to the Tennessee branch acquisition. Fee income growth for 2001 was tempered...

  • Page 48
    ... funding, capital management and asset securitization activities, interest rate risk management, the net eÃ...ect of transfer pricing related to loan and deposit balances, and the change in residual allocations associated with the provision for loan losses. It also includes business activities managed...

  • Page 49
    ...other comprehensive income. The transition adjustments related to adoption were not material to the Company's financial statements, and as such, were not separately reported in the consolidated statement of income. Accounting for Business Combinations and Goodwill and Other Intangible Assets In June...

  • Page 50
    ... for the reliability of the financial statements, the Company depends on its system of internal controls. The system is designed to provide reasonable assurance that assets are safeguarded and transactions are executed in accordance with the appropriate corporate authorization and recorded properly...

  • Page 51
    ...) 2001 2000 Assets Cash and due from banks Money market investments Trading account securities Investment securities Held-to-maturity (fair value $306 and $257, respectively Available-for-sale Loans held for sale Loans Commercial Commercial real estate Residential mortgages Retail Total...

  • Page 52
    ... and ATM processing revenue Trust and investment management fees Deposit service charges Cash management fees Mortgage banking revenue Trading account proÃ'ts and commissions Investment products fees and commissions Investment banking revenue Commercial product revenue Securities gains...

  • Page 53
    ...Foreign currency translation adjustment Realized gain on derivatives ReclassiÃ'cation adjustment for gains realized in net income Income taxes Total comprehensive income Cash dividends declared on common stock ÏÏÏÏ Issuance of common stock and treasury shares ÏÏ Purchase of treasury stock...

  • Page 54
    Consolidated Statement of Cash Flows Year Ended December 31 (Dollars in Millions) 2001 2000 1999 Operating Activities Net income Adjustments to reconcile net income to net cash provided by operating activities Provision for credit losses Depreciation and amortization of premises and equipment...

  • Page 55
    ..., and private asset management. Payment Services includes consumer and business credit cards, corporate and purchasing card services, consumer lines of credit, ATM processing and merchant processing. Capital Markets engages in equity and Ã'xed income trading activities, oÃ...ers investment banking and...

  • Page 56
    ... status, unpaid interest is reversed. Future interest payments are generally applied against principal. Revolving consumer lines and credit cards are charged oÃ... by 180 days past due and closed-end consumer loans other than loans secured by 1-4 family properties are included in other assets...

  • Page 57
    ... Mortgage servicing rights Ã-ows, cash and cash equivalents include cash and money market investments, deÃ'ned as interest-bearing amounts due from banks, federal funds sold and securities purchased under agreements to resell. Stock-based Compensation The Company grants stock associated with loans...

  • Page 58
    ...income. The transition adjustments related to adoption were not material to the Company's Ã'nancial statements, and as such, were not separately reported in the consolidated statement of income. Accounting for Business Combinations and Goodwill and Other Intangible Assets In June 2001, the Financial...

  • Page 59
    ... 1999, treating Firstar as the original acquiring company: Goodwill and Other Intangibles Assets Deposits Cash Paid/ (Received) Shares Issued Accounting Method PaciÃ'c Century Bank NOVA Corporation U.S. Bancorp First Union branches Scripps Financial Corporation Lyon Financial Services, Inc...

  • Page 60
    ... Piper Restructuring Mercantile Firstar(a) Other(b) Total 2001 Severance and employee-related Systems conversions and integration Asset write-downs and lease terminations Charitable contributions Balance sheet restructurings Branch sale gain Branch consolidations Other merger-related charges...

  • Page 61
    ...customer accounts, printing and distribution of training materials and policy and procedure manuals, outside consulting fees, and other expenses related to systems conversions and the integration of acquired branches and operations. Asset writedowns and lease terminations represent lease termination...

  • Page 62
    ...operations, $57.8 million in occupancy and equipment charges (elimination of duplicate facilities and write-oÃ... of equipment) and $28.4 million in other merger-related costs (including legal fees, balance sheet restructuring charges and other costs). With respect to the NOVA acquisition, the Company...

  • Page 63
    ... for 1999 is $177.7 million related to the Mercantile balance sheet restructuring. These losses were included in merger and restructuringrelated expense. For amortized cost, fair value and yield by maturity date of held-to-maturity and available-for-sale securities outstanding as of December 31...

  • Page 64
    ... pledged at the Federal Reserve Bank. The Company primarily lends to borrowers in the 24 states where it has banking oÇces. Collateral for commercial loans may include marketable securities, accounts receivable, inventory and equipment. For detail of the Company's commercial portfolio by industry...

  • Page 65
    ...(a Deduct Loans charged o Less recoveries of loans charged o Net loans charged o Losses from loan sales/transfers Acquisitions and other changes Balance at end of year (a) In 2001, $382.2 million of the provision for credit losses was incurred in connection with the merger of Firstar and...

  • Page 66
    ... calculated using the prepayment vector. Servicing assets at beginning of year Servicing assets recognized during the year Amortization Servicing assets at end of year ÏÏÏ $6.9 2.8 (2.2) $7.5 $ 4.3 4.0 (1.4) $ 6.9 The Company also established a securitization trust which held credit card...

  • Page 67
    ...legal terminations. The indirect automobile and SBA loan sales are amortizing transactions where the cash Ã-ow is used to pay oÃ... investors. (c) This amount represents total cash Ã-ows received from retained interests by the transferor other than servicing fees. Other cash Ã-ows include, for example...

  • Page 68
    ... relating to loan sales and managed assets was as follows: At December 31 Total Principal Balance Asset Type (Dollars in Millions) 2001 2000 Principal Amount 90 Days or More Past Due 2001 2000 Year Ended December 31 Average Balance 2001 2000 Net Credit Losses 2001 2000 Commercial Commercial Lease...

  • Page 69
    ... 31, 2001, the reduction in the current fair value of mortgage servicing rights to immediate 25 and 50 basis point adverse interest rate changes would be approximately $32 million and $63 million, respectively. The Company has purchased principal-only securities that act as a partial economic...

  • Page 70
    ...one year) at December 31 consisted of the following: (Dollars in Millions) 2001 2000 U.S. Bancorp (Parent Company) Fixed-rate ...375% due 2011 Federal Home Loan Bank advances Bank notes Euro medium-term notes due 2004 Capitalized lease obligations, mortgage indebtedness and other Total...

  • Page 71
    ... Securities qualify as tier I capital of the Company for regulatory capital purposes. The Company used the proceeds from the sales of the Debentures for general corporate purposes. The following table is a summary of the Trust Preferred Securities as of December 31, 2001: Issuance Date Trust...

  • Page 72
    ...eligible employees with at least one year of service and directors to purchase common stock. In connection with the merger with Firstar, the ESPP was terminated eÃ...ective October 13, 2000. USBM's Dividend Reinvestment Plan providing for automatic reinvestment of dividends and optional cash purchases...

  • Page 73
    ...is the projected unit credit method. Prior to their acquisition dates, employees of certain acquired companies were covered by separate, noncontributory pension plans that provided beneÃ'ts based on years of service and compensation. Generally, the Company merges plans of acquired companies into its...

  • Page 74
    ... with changes to non-qualified pension plans. Post-Retirement Medical Plans In addition to providing pension beneÃ'ts, the Company provides health care and death beneÃ'ts to certain retired employees through several retiree medical programs. As a result of the merger of USBM with Firstar, there...

  • Page 75
    ...participant must be employed on December 31st to receive that year's Plans As part of its employee and director compensation programs, the Company may grant certain stock awards under the provisions of the existing stock option and compensation plans. The Company has stock options outstanding under...

  • Page 76
    ... amortized on a straight-line basis over the vesting period. Compensation expense related to the restricted stock was $71.9 million, $43.4 million and $69.5 million in 2001, 2000 and 1999, respectively. Stock incentive plans of acquired companies are generally terminated at the merger closing dates...

  • Page 77
    ... control provisions that accelerated the vesting of stock options granted to USBM employees. U.S. Bancorp Weighted-average assumptions in option valuation 2001 Firstar 2000 1999 USBM 2000 1999 Risk-free interest rates Dividend yields Stock volatility factor Expected life of options (in years...

  • Page 78
    ...Tax at statutory rate (35 State income tax, at statutory rates, net of federal tax beneÃ't Tax eÃ...ect of: Tax-exempt interest, net Amortization of nondeductible goodwill Tax credits Nondeductible merger charges Sale of preferred minority interest Other items Applicable income taxes $ 922...

  • Page 79
    .... These derivatives are recorded at fair value on the balance sheet as trading account assets or liabilities and any changes in fair value are recorded in trading proÃ'ts/losses and commissions. The Company also enters into forward commitments to sell groups of residential mortgage loans to protect...

  • Page 80
    ...its business and its customers' needs, the Company oÃ...ers a large number of Ã'nancial instruments, most of which are not actively traded. When market quotes 78 U.S. Bancorp are unavailable, valuation techniques including discounted cash Ã-ow calculations and pricing models or services are used. The...

  • Page 81
    ... by discounting the contractural cash Ã-ow using the discount rates implied by the high-grade corporate bond yield curve. Short-term Borrowings Federal funds purchased, securities term notes, Euro medium-term notes, bank notes, Federal Home Loan Bank advances, capital lease obligations and mortgage...

  • Page 82
    ... of the Company's Ã'nancial instruments at December 31 are shown in the table below. 2001 (Dollars in Millions) Carrying Amount Fair Value Carrying Amount 2000 Fair Value Financial Assets Cash and cash equivalents Trading account securities Investment securities Loans held for sale Loans Total...

  • Page 83
    Note 23 U.S. Bancorp (Parent Company) Condensed Balance Sheet December 31 (Dollars in Millions) 2001 2000 Assets Deposits with subsidiary banks, principally interest-bearing Available-for-sale securities Investments in Bank aÇliates Nonbank aÇliates Advances to Bank aÇliates Nonbank aÇ...

  • Page 84
    ... Cash dividends paid Net cash used in Ã'nancing activities Change in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year Transfer of funds (dividends, loans or advances) from bank subsidiaries to the Company is restricted. Federal...

  • Page 85
    ...funds sold Securities purchased under agreements to resell Total money market investments $104 123 398 $625 $ 82 203 372 $657 Regulatory Capital The measures used to assess capital include the capital ratios established by bank regulatory agencies, including the speciÃ'c ratios for the ""well...

  • Page 86
    ... % Change 2000-2001 Assets Cash and due from banks Money market investments Trading account securities Held-to-maturity securities Available-for-sale securities Loans held for sale Loans Commercial Commercial real estate Residential mortgages Retail Total loans Less allowance for credit...

  • Page 87
    ... and ATM processing revenue Trust and investment management fees Deposit service charges Cash management fees Mortgage banking revenue Trading account proÃ'ts and commissions Investment products fees and commissions Investment banking revenue Commercial product revenue Securities gains...

  • Page 88
    ... and Related Year Ended December 31 (Dollars in Millions) Balance 2001 Interest Yields and Rates Balance 2000 Interest Yields and Rates Assets Money market investments Trading account securities Taxable securities Non-taxable securities Loans held for sale Loans Commercial Commercial real...

  • Page 89
    Yields and Rates 1999 Balance Interest Yields and Rates Balance 1998 Interest Yields and Rates 2000-2001 % Change Average Balance $ 1,082 630 16,301 2,970 1,450 43,328... (9.1) (9.8) 1.1 .3 3.1 9.8 39.6 2.9 22.1 12.8 4.7% 3.57% 3.49% 8.02% 3.58 4.44 4.36% 8.25% 3.81 4.44 4.36% U.S. Bancorp 87

  • Page 90
    ... and ATM processing revenue Trust and investment management fees Deposit service charges Cash management fees Mortgage banking revenue Trading account proÃ'ts and commissions Investment products fees and commissionsÏÏÏÏ Investment banking revenue Commercial product revenue Securities...

  • Page 91
    ... assets Dividends per share to net income per share 1.03% 10.5 9.8 84.3 1.81% 20.0 9.1 43.0 1.59% 18.0 8.8 36.8 1.49% 17.2 8.7 29.5 1.24% 14.7 8.4 31.4 Other Statistics (Shares in Millions) Common shares outstanding Ì year end(a Average common shares outstanding and common stock equivalents...

  • Page 92
    ...: 225 South Sixth Street Minneapolis, Minnesota 55402-4302 Telephone: (612) 973-1111 Securities registered pursuant to Section 12(b) of the Act (and listed on the New York Stock Exchange): Common Stock, Par Value $.01. Prior to the merger of U.S. Bancorp with Firstar Corporation, the par value of...

  • Page 93
    ...Bank Holding Company Act of 1956. U.S. Bancorp provides a full range of Ã'nancial services, including lending and depository services, cash management, foreign exchange and trust and investment management services. It also engages in credit card services, merchant and automated teller machine (""ATM...

  • Page 94
    ...10.18 to Form 10-K for the year ended December 31, 1999. 3.2 4.1 (1) 4.2 occupy their headquarter oÇces under long-term leases and are located in Minneapolis, Minnesota and Cincinnati, Ohio. The Company also leases seven principal freestanding operations centers in St. Paul, Portland, Nashville...

  • Page 95
    ... Compensation Plan. 10.12 Form of Change in Control Agreement, eÃ...ective November 16, 2001, between U.S. Bancorp and certain executive oÇcers of U.S. Bancorp. 10.13 Employment Agreement with Jerry A. Grundhofer. 10.14 Employment Agreement with John F. Grundhofer. Statement re: Computation of Ratio...

  • Page 96
    ... responsibility for Technology and Operations Services. Previously, he had served as Vice Chairman of Technology and Operations Services of Firstar Corporation from 1999 to 2001. Prior to joining Firstar he was Group Executive Vice President at Visa International from 1994 to 1999. 94 U.S. Bancorp

  • Page 97
    ... Director of Human Resources of U.S. Bancorp since the merger of Firstar Corporation and U.S. Bancorp in February 2001. Prior to the merger, he was Executive Vice President and Corporate Director of Human Resources of Firstar Corporation and Star Banc Corporation, a predecessor company, since 1995...

  • Page 98
    ... of the Executive Committee The Midland Company Amelia, Ohio Roger L. Howe1,2,3 Chairman Emeritus U.S. Precision Lens, Inc. Cincinnati, Ohio 1. 2. 3. 4. 5. Executive Committee Compensation Committee Audit Committee Community Outreach and Fair Lending Committee Governance Committee 96 U.S. Bancorp

  • Page 99
    ... Phone: 612-973-0898 Other Business Information PricewaterhouseCoopers LLP serves as the independent accountants of U.S. Bancorp. Common Stock Listing and Trading For product and service information, branch office and ATM locations, information about lines of business, account access, employment...

  • Page 100
    ... and government entities. U.S. Bancorp, our subsidiary full-service banks and other subsidiaries operate the following major lines of business: Consumer Banking, Wholesale Banking, Payment Services, and Private Client, Trust and Asset Management. U.S. Bancorp Piper Jaffray offers full securities...