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: September 29, 2011 (Date of earliest event reported)

Umpqua Holdings Corporation

(Exact Name of Registrant as Specified in Its Charter)

OREGON	000-25597	93-1261319
(State or Other Jurisdiction of Incorporation or Organization)	(Commission File Number)	(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 7.01 Regulation FD Disclosure

On September 29, 2011, Umpqua Holdings Corporation announced that it will conduct a quarterly earnings conference call Thursday, October 20, 2011 at 10:00 a.m. PDT (1:00 p.m. EDT) during which the Company will discuss third quarter results and provide an update on recent activities. There will be a question-and-answer session following the presentation. Shareholders, analysts and other interested parties are invited to join the call by dialing (888) 296-4305 a few minutes before 10:00 a.m. The conference ID is 4788397. A re-broadcast will be available approximately two hours after the conference call by dialing (888) 203-1112 and entering passcode 4788397 or by visiting www.umpquaholdingscorp.com. Information to be discussed in the teleconference will be available on the Company’s website after the market closes on Wednesday, October 19, 2011.

Item 8.01 Other Events

On September 29, 2011, Umpqua Holdings Corporation announced that its Board of Directors authorized an increase in the number of common shares available for repurchase to 15 million shares. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d)	Exhibits
	99.1.    Press release issued September 29, 2011

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: September 29, 2011	By:	/s/ Andrew H. Ognall
		Andrew H. Ognall Assistant Secretary

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

CONTACTS
Ray Davis	Ron Farnsworth
President & CEO	EVP/Chief Financial Officer
Umpqua Holdings Corporation	Umpqua Holdings Corporation
503-727-4101	503-727-4108
raydavis@umpquabank.com	ronfarnsworth@umpquabank.com

Umpqua Holdings Corporation Authorizes Increase in Shares Available for Repurchase

Increased Repurchase Authority to 15 million shares

PORTLAND, Ore., September 29, 2011 – Umpqua Holdings Corporation (NASDAQ: UMPQ), parent company of Umpqua Bank and Umpqua Investments, announced that its Board of Directors has authorized an increase in the number of common shares available for repurchase to 15 million shares, or approximately 13% of the Company’s outstanding common shares.

The Company may repurchase shares in open market purchases or through privately negotiated transactions, at management’s discretion. The repurchase program will run through June 2013 and the timing of purchases, as well as the number of shares purchased, will depend on market conditions and management’s view of the intrinsic value of the shares, opportunities for organic growth, and the benefits of potential acquisitions over that period. The repurchase program does not obligate the Company to repurchase any number or dollar amount of shares and is subject to regulatory limits on the timing and volume of shares purchased.

“Umpqua will remain opportunistic about its organic growth and acquisition prospects in this environment and we will also repurchase common shares when we believe they are trading at a discount to the long-term intrinsic value of the stock,” said Ray Davis, CEO of Umpqua Holdings Corporation. “To be clear, we are not changing the Company’s overall growth strategy. This action simply provides us with another tool to effectively manage capital levels and over time, improve total return to shareholders.”

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 locations between San Francisco, California, and Seattle, Washington, along the Oregon and Northern California Coast, Central Oregon and Northern Nevada. 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 Private Bank serves high net worth individuals and non-profits, providing trust and investment services. Umpqua Holdings Corporation is headquartered in Portland, Ore. For more information, visit www.umpquaholdingscorp.com.

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 our filings with the SEC. You should not place undue reliance on forward-looking statements and we undertake no obligation to update any such statements. In this press release we make forward-looking statements about the potential acquisition of the Company’s shares, organic and acquisition growth potential, the long term intrinsic value of the Company’s common shares and improvement in total return to shareholders. Specific risks that could cause results to differ from the forward-looking statements are set forth in our filings with the SEC and include, without limitation, deterioration in the economy, material reductions in revenue or material increases in expenses, lack of strategic growth opportunities or our failure to execute on those opportunities, our stock trades at historically low earnings multiples and regulatory limits on when we can purchase shares and how many shares we can purchase.

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