Deferred Compensation Plan General Plan Provisions Please note: The below is a general summary of provisions in the Plan documents. In the event there are differences between information presented on this site and the official Plan documents, the official Plan documents will control in all instances.

The U.S. Bank Deferred Compensation Plan allows you to save for your future on a tax-advantaged basis, over and above the IRS limits you are able to save in the U.S. Bank 401(k) Savings Plan. Note, however, that while the U.S. Bank 401(k) Savings Plan is a funded, ERISA protected retirement savings plan, the U.S. Bank Deferred Compensation Plan is an unfunded Plan, payable at termination, and obligations to pay participants arising under the Plan are mere promises to pay by U.S. Bank. Plan participants are general unsecured creditors of the company. Your contributions, while deferred, earn a rate of return based upon your selection of various investments. Upon separation from service, the Plan begins payments of your balance to you based upon your payment choice selected at enrollment. See the U.S. Bank Deferred Compensation Plan for more information.

Administration

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U.S. Bank Benefits Web Site Access the U.S. Bank Benefits web site at www.yourbenefitsresources.com/usbank. You will need the same user ID and password you use to access your 401(k) and pension plan information. The following is just a partial list of the things you can do online: o

Enroll in the Plan (in December each year);

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Check your account balance;

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Get information on investment funds, earnings, payment choices, and contributions;

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Change your investments;

The web site is generally available 24 hours a day Monday through Saturday and after 12 p.m. Central time on Sunday.

Eligibility

You are eligible to participate in the Plan if you are a regular, permanent, non-temporary employee working in an eligible position, job grades 17, 18, 19, 20, 21, 22, 23, 24, 25 and 99. Eligibility criteria for the Deferred Compensation Plan may

change from time to time. If you are eligible, you will receive communications directly from Human Resources.

Enrollment

Annual enrollment occurs in December each year. If you are eligible to enroll, you will receive an email with instructions on how to enroll. Annual enrollment must be completed online at www.yourbenefitsresources.com/usbank. The deadline to enroll is usually December 30th. Newly hired, or newly rehired, eligible employees who choose to enroll must do so within 30 days of hire date. Contact Jane Ludwig, [email protected] to enroll. Enrollment is irrevocable. It is for the entire calendar year (or portion of the calendar year remaining for newly hired or rehired employees) and may not be reversed, reduced, or increased. Enrollment does not carry over from year to year. You must re-enroll each December if you wish to participate the following calendar year.

Contributions

Contributions are limited to a percentage of base salary, and/or a percentage of eligible annual bonus incentive. Contributions must be in whole percentages and must be at least $1000 per calendar year. At enrollment, you will elect to defer from 0 to 100% of base salary, and from 0% to 100% of eligible annual bonus incentive. Important: Enrollment of bonus deferrals are conducted in December, for an annual bonus earned in the following calendar year, which would normally be paid in the subsequent February, one year and two months from enrollment. So, for example, if you elect to defer bonus in December, 2011, your bonus earned during 2012, will be deferred in February, 2013, when it would have otherwise normally been paid to you. Contributions are irrevocable. Elections to contribute are for the entire calendar year (or portion of the calendar year remaining for newly hired or rehired employees) and may not be reversed, reduced, or increased.

Investment Choices

The Plan offers you a variety of investment funds: Stable Value Bond Index

Active Bond US Large Cap Equity Index Active US Large Cap Equity US Small-Mid Equity Index Active US Small-Mid Equity International Equity Index Active International Equity Deferred Savings Stock Fund You can invest your Plan dollars in one or any combination of Plan funds in whole percentages. The Plan's investment options are subject to change. For information on the specific funds, call the U.S. Bank Employee Service Center or visit the U.S. Bank Retirement Program web site. Investment choices are hypothetical. No actual investments are made in any of the funds. Published fund returns are used to credit or debit your account balance as if you were actually invested in the funds.

Changing Investments

Upon enrollment, you are required to choose the fund or funds into which your contributions will be allocated. Changes to your investment elections for new contributions can be made only once per quarter and will be effective on the first day of the next calendar quarter (the first business day of January, April, July, and October). Changes to the investment mix of your existing balance are also limited to once per quarter and will be effective on the first day the New York Stock Exchange is open in January, April, July and October if your order is made and confirmed by market closing time (usually 3 p.m. central time) on that date. You may continue to change your investment elections once per quarter for as long as you have balances remaining in the account. Note: Certain officers of U.S. Bank should consult with General Counsel before making any change involving U.S. Bancorp. Anyone aware of material non-public information is prohibited from moving money into or out of U.S. Bancorp stock. To make a change, visit www.yourbenefitsresources.com/usbank or call the U.S. Bank Employee Service Center at 800-806-7009.

Distributions from the Plan

Your balance is 100% vested immediately upon deferral. Distributions from the Plan will begin at separation from service,

according to the payment election you made at the time of enrollment for that plan year, regardless of your age at separation. At enrollment, you must choose how you want your account balance paid to you when you terminate. There are several alternatives:  

Lump sum, or Annual installments over 5, 10, 15 or 20 years

When Payments are Made Your first payment will commence as soon as practicable after separation from service. Deferred Compensation payments are always made on the second pay period of the month. So, for example, if your termination date is September 16th, your first Deferred Compensation Plan payment will not be until October 31st. An exception exists for those employees defined under IRS Regulations as “Specified Employees.” Those employees must wait 6 months after separation from service before deferred compensation may be paid. If you are a Specified Employee, you will be notified by Human Resources. Annual installments will be processed at approximately the same time every year. Thus, if you received your first distribution in the month of May, your subsequent annual installments should be processed each May thereafter. If you are a “Specified Employee” as defined under IRS Regulations, your first payment will be delayed for 6 months after your termination date. Subsequent annual installments will be made on the anniversary of your separation from service. Payment elections are irrevocable. Once you make a payment election during enrollment, that election is valid for all of that year’s deferrals, and may not be changed, deleted, accelerated, delayed, or altered in any way. How Payments are Made Payments will be made by check through U.S. Bank Payroll unless 1) you are invested in the Deferred Savings Stock Fund, or 2) you have requested to receive your payments electronically via ACH. If you are invested in the Deferred Savings Stock Fund, your distribution will be in shares of U.S. Bancorp stock. Fractional shares will be paid in cash. For investments in the mutual funds, you will be paid in cash through a payroll distribution. If you would like to request ACH deposit of your distribution, call the Employee Service Center at 1-800-806-7009. Payments from the Deferred Savings Stock Fund If you are invested in the Deferred Savings Stock Fund at the time a distribution is made, the distribution will be made in shares of U.S. Bancorp common stock. U.S. Bancorp will

arrange for the deposit of the shares into an account in your name at Computershare, the Stock Transfer Agent for U.S. Bancorp. Computershare offers this service to U.S. Bancorp shareholders at no charge to the shareholder. You will receive a stock receipt (account statement) via U.S. mail from Computershare at the time the shares are deposited to your account there. If any taxes were owed on the distribution, the amount of shares necessary to cover the taxes due will be retained by U.S. Bancorp. You will receive (at Computershare) the number of shares distributed, minus the shares used to pay the taxes. Your stock distribution payment will also be recorded through U.S. Bank Payroll. You will receive in the mail, at the time of the stock distribution, a PayAdvice detailing these earnings and taxes paid. Only whole shares will be paid to you. Fractional shares will be paid in cash. Accessing your U.S. Bancorp common stock Computershare offers participants easy access to their shares by visiting their website at https://www.cpushareownerservices.com/cpuportal/index.jsp or call 1-888-778-1311. You will need information located on your Computershare account statement to access your account. Through this site you may elect to sell your shares; request a physical, paper certificate, enroll in dividend reinvestment; or transfer the ownership of the shares. Additional information about these services can be obtained from the website. Please note that some services offered by Computershare may require a fee payment. Many individuals prefer that their stock be held in “street-name” by their own broker. You do not need to contact Computershare to have your U.S. Bancorp stock transferred to your brokerage account. Simply instruct your broker that your shares are held through the Direct Registration System (DRS) at Computershare and ask your broker to transfer your shares. You may need to provide your broker with your Computershare 12-digit Investor ID Number.