Rule 424(b)(2)
                                                      Registration No. 333-45211

PRICING SUPPLEMENT NO. 12     DATED 11-09-98

(To Prospectus Dated February 17, 1998 as supplemented
by Prospectus Supplement Dated March 30, 1998)



                                  U.S. BANCORP

                      Medium-Term Notes, Series J (Senior)
                   Medium-Term Notes, Series K (Subordinated)

                                    

CUSIP: 91159H EU0                  Issue Price (Dollar Amount and Percentage of Principal Amount):
                                   $35,000,000.00/99.90427%

Series:                            Proceeds to the Company: $34,966,494.50

[X] Series J (Senior)              Interest Rate/Initial Interest Rate: T.B.D. 11-10-98
[_] Series K (Subordinated)   
                                   Interest Payment Dates: The 13th monthly by 12-14-98
Form of Note:
                                   Regular Record Dates: 15 calendar days prior 
[X] Book-Entry
[_] Certificated                   Interest Determination Dates: 2 Business days prior

Principal Amount: $35,000,000.00   Interest Reset Dates: The 13th monthly by 12-14-98

Trade Date: 11-09-98               Index Source: Telerate 3750

Original Issue Date: 11-13-98      Index Maturity: USD 1 month

Maturity Date: 11-13-00            Spread: +.30%

Interest Rate Basis (and,          Spread Multiplier:
if applicable, related 
Interest Periods):                 Maximum Interest Rate:

[_] Fixed Rate Notes               Minimum Interest Rate:
[_] Commercial Paper Rate Note     
[_] Federal Funds Rate Note        Day Count: Actual/360
[X] LIBOR Note
[_] Prime Rate Note                For Original Issue Discount Notes:
[_] Eleventh District Cost
     of Funds Rate Note                    Original Issue Discount:      %
[_] CD Rate Note
[_] Treasury Rate Note                     Yield to Maturity:            %
[_] J.J. Kenny Rate Note           
[_] CMT Rate Note
[_] Other Base Rate
    (as described below)
[_] Zero Coupon Note

Redemption Terms:
                                        Original Issue Discount Notes:

Other Terms:
ALL-IN=LIBOR: +.35%                          [_] Subject to special provisions set forth therein
                                                 with respect to the principal amount thereof
Agent: Chase                                     payable upon any redemption or acceleration of
                                                 the maturity thereof.
Commission: $33,505.50                       [_] For Federal income tax purposes only.


                                        /s/ BRETT BOUSHELE