8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934

Date of Report: February 17, 2010(Date of earliest event reported)

Umpqua Holdings Corporation
(Exact Name of Registrant as Specified in Its Charter)

OREGON(State or Other Jurisdiction of Incorporation or Organization) 000-25597 (Commission File Number) 93-1261319
(I.R.S. Employer Identification Number)

One SW Columbia Street, Suite 1200
Portland, Oregon 97258
(address of Principal Executive Offices) (Zip Code)

(503) 727-4100

(Registrant's Telephone Number, Including Area Code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]      Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]      Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]      Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]      Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 8.01      Other Events

On February 17, 2010, Umpqua Holdings Corporation (the “Company”) announced that it redeemed the entire amount of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, issued to the U.S. Treasury pursuant to the Troubled Asset Relief Program Capital Purchase Program. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01      Financial Statements and Exhibits.

(a)	Not applicable.
(b)	Not applicable.
(c)	Not applicable.
(d)	Exhibits.
	99.1    Press Release dated February 17, 2010

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	UMPQUA HOLDINGS CORPORATION (Registrant)
Dated:  February 17, 2010	By:/s/ Kenneth E. Roberts                       Kenneth E. Roberts Assistant Secretary

EX-99.1

Exhibit 99.1

Map of Store Locations Available                                                   

Media Contacts:

Lani Hayward                                                                                                                                                       & nbsp;              Eve Callahan

Umpqua Holdings Corporation                                                                                                                                            LANE PR     

503-727-4132                                                                                                                                                          & nbsp;           503-546-7867 

lanihayward@umpquabank.com                                                                                                                                          eve@lanepr.com  

UMPQUA HOLDINGS REPAYS TARP FUNDS  

 Company Positioned For Continued Growth, Expansion

PORTLAND, Ore., Feb. 17, 2010 – Umpqua Holdings Corporation (NASDAQ: UMPQ), parent company of Umpqua Bank, has redeemed all 214,181 shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, (the "Preferred Stock") originally issued to the U.S. Department of the Treasury under the Troubled Asset Relief Program (TARP) Capital Purchase Program (CPP). On Feb. 17, 2010 Umpqua Holdings Corporation (the Company) paid a total of $214.2 million to the Treasury, consisting of $214,181,000 in principal and $59,500 in accrued and unpaid dividends. The Company's redemption of the shares is not subject to additional conditions or stipulations from the Treasury.

“Umpqua was asked to participate in the Capital Purchase Program because of our position as one of the strongest financial institutions in the country. It was an opportunity to support the communities we serve with robust lending that helped stimulate our local economies at a crucial time,” said Ray Davis, president and CEO of Umpqua Holdings Corporation. “We have done just that, originating more than $1.7 billion in loans and assuming the operations of two failed banks since January 2009. Now, as the economy improves, we are pleased to have reached an agreement with bank regulators on this redemption, confirming the capital and liquidity strength of Umpqua Bank.”

Since November 2008, when the CPP investment was made into Umpqua Holdings Corporation, the U.S. Treasury has earned dividends of $13.5 million from Umpqua Holdings, in addition to a full return of the original $214.2 million investment.

The preferred stock that the Company will redeem for $214.2 million currently has a carrying value of $204.5 million (net of a $9.7 million unaccreted discount) on the Company's statement of financial condition. The Company will accelerate the accretion of the remaining discount in the first quarter of 2010, reducing net income available to common shareholders by $9.7 million.

In connection with the November 2008 issuance of the preferred stock, the Company issued to the Treasury a warrant to purchase 2,221,795 shares of common stock, no par value per share, at an exercise price of $14.46 per share. The Company has been notified by the Treasury that as a result of the Company's completion of its August 2009 Qualified Equity Offering, the amount of the warrant was reduced by 50 percent to 1,110,898 shares. This warrant is still held by the Treasury and remains outstanding at this time. The Company intends to negotiate for the repurchase of the warrant, however, the repurchase price is subject to these negotiations and there can be no assurance that they will be repurchased now, or in the future.

Umpqua Bank Becomes First In Oregon To Repay TARP

Page 2

About Umpqua Holdings Corporation

Umpqua Holdings Corporation (NASDAQ:UMPQ) is the parent company of Umpqua Bank, an Oregon-based community bank recognized for its entrepreneurial approach, innovative use of technology, and distinctive banking solutions. Umpqua Bank has 162 locations between San Francisco, Calif. and Seattle, Wash., along the Oregon and Northern California Coast and in Central Oregon. Umpqua Holdings also owns a retail brokerage subsidiary, Umpqua Investments Inc., which has locations in Umpqua Bank stores and in dedicated offices in Oregon. Umpqua's Private Bank Division serves high net worth individuals and non-profits providing customized financial solutions and offerings. Umpqua Holdings Corporation is headquartered in Portland, Ore.

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the “Safe-Harbor” provisions of the Private Securities Litigation Reform Act of 1995, which management believes are a benefit to shareholders. These statements are necessarily subject to risk and uncertainty and actual results could differ materially due to various risk factors, including those set forth from time to time in Umpqua Holdings Corporation’s filings with the SEC. You should not place undue reliance on forward-looking statements and Umpqua Holdings Corporation undertakes no obligation to update any such statements. In this press release, Umpqua Holdings Corporation makes forward-looking statements about capital and liquidity strength of Umpqua Bank and planned negotiation and repurchase of the warrant issued to the U.S. Treasury. Specific risks that could cause results to differ from the forward-looking statements are set forth in Umpqua Holdings Corporation’s filings with the SEC and also include, without limitation, our ability to negotiate the warrant repurchase.