US Bank 2005 Annual Report Download - page 119

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ENTRY INTO CERTAIN COVENANTS Exhibits
Schedules to the consolidated financial statements
USB Capital VIII Replacement Capital Covenant On required by Regulation S-X are omitted since the required
December 29, 2005, the Company and USB Capital VIII, a information is included in the footnotes or is not applicable.
Delaware statutory trust and wholly owned subsidiary of The following Exhibit Index lists the Exhibits to the
U.S. Bancorp, closed the public offering of $375,000,000 Annual Report on Form 10-K.
principal amount of 6.35% Trust Preferred Securities (the
‘‘Capital Securities’’), representing preferred beneficial (1)3.1 Restated Certificate of Incorporation, as
amended. Filed as Exhibit 3.1 to Form 10-Q
interests in the assets of USB Capital VIII. The proceeds
for the quarterly period ended March 31,
from the sale by USB Capital VIII of the Capital Securities
2005.
to investors, and its common securities to the Company,
(1)3.2 Restated bylaws, as amended. Filed as
were invested by USB Capital VIII in the Company’s 6.35%
Exhibit 3.2 to Form 10-K for the year ended
Income Capital Obligation Notes (the ‘‘ICONs’’), due 2065
December 31, 2001
(the ‘‘ICONs Offering’’).
4.1 [Pursuant to Item 601(b) (4)(iii)(A) of
Simultaneously with the closing of the ICONs Offering,
Regulation S-K, copies of instruments defining
the Company entered into a replacement capital covenant
the rights of holders of long-term debt are not
for the benefit of persons that buy, hold or sell a specified filed. U.S. Bancorp agrees to furnish a copy
series of long-term indebtedness of the Company or thereof to the Securities and Exchange
U.S. Bank National Association (‘‘ICONs Covered Debt’’). Commission upon request.]
We will provide a copy of the ICONs Replacement Capital (1)4.2 Amended and Restated Rights Agreement,
Covenant to holders of ICONs Covered Debt upon request dated as of December 31, 2002, between
made to the Investor Relations contact listed inside the back U.S. Bancorp and Mellon Investor Services
cover of this annual report. LLC. Filed as Exhibit 4.2 to Amendment
The ICONs replacement capital covenant provides that No. 1 to Registration Statement on Form 8-A
the Company will not redeem or repurchase, and will cause (File No. 001-06880) on December 31, 2002
USB Capital VIII not to redeem or repurchase, all or any (1)(2)10.1 U.S. Bancorp 2001 Stock Incentive Plan. Filed
part of the ICONs or the Capital Securities on or before as Exhibit 10.1 to Form 10-K for the year
December 29, 2035, except, with certain limited exceptions, ended December 31, 2001
to the extent that, during the 180 days prior to the date of (1)(2)10.2 Amendment No. 1 to U.S. Bancorp 2001
that redemption or repurchase, the Company has received Stock Incentive Plan. Filed as Exhibit 10.2 to
proceeds from the sale of qualifying securities that (i) have Form 10-K for the year ended December 31,
equity-like characteristics that are the same as, or more 2002
equity-like than, the applicable characteristics of the ICONs (1)(2)10.3 U.S. Bancorp 1998 Executive Stock Incentive
at the time of redemption or repurchase and qualify as Plan. Filed as Exhibit 10.3 to Form 10-K for
Tier 1 capital of the Company under the capital guidelines the year ended December 31, 2002
of the Federal Reserve Board, and (ii) the Company has (1)(2)10.4 Summary of U.S. Bancorp 1991 Executive
obtained prior approval of the Federal Reserve Board, if Stock Incentive Plan. Filed as Exhibit 10.4 to
such approval is then required by the Federal Reserve Form 10-K for the year ended December 31,
Board. 2002
As of the date of this Annual Report, the U.S. Bancorp (1)(2)10.5 U.S. Bancorp 2001 Employee Stock Incentive
4.50% Medium-Term Notes, Series P, CUSIP Plan. Filed as Exhibit 10.5 to Form 10-K for
No. 91159HGJ3, constitutes ICONs Covered Debt whose the year ended December 31, 2002
holders are entitled to the benefits of the ICONS (1)(2)10.6 Firstar Corporation 1999 Employee Stock
Replacement Capital Covenant. Incentive Plan. Filed as Exhibit 10.6 to
Form 10-K for the year ended December 31,
2002
(1)(2)10.7 Firstar Corporation 1998 Employee Stock
Incentive Plan. Filed as Exhibit 10.7 to
Form 10-K for the year ended December 31,
2002
U.S. BANCORP 117