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 EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): October 16, 2013

U.S. BANCORP

(Exact name of registrant as specified in its charter)

1-6880

(Commission File Number)

DELAWARE	41-0255900
(State or other jurisdiction	(I.R.S. Employer Identification
of incorporation)	Number)

800 Nicollet Mall

Minneapolis, Minnesota 55402

(Address of principal executive offices and zip code)

(651) 466-3000

(Registrant’s telephone number, including area code)

(not applicable)

(Former name or former address, if changed since last report)

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 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On October 16, 2013, U.S. Bancorp (the “Company”) issued a press release reporting quarter ended September 30, 2013 results, and posted on its website its 3Q13 Earnings Conference Call Presentation, which contains certain additional historical and forward-looking information relating to the Company. The press release is included as Exhibit 99.1 hereto and is incorporated herein by reference. The information included in the press release is considered to be “filed” under the Securities Exchange Act of 1934. The 3Q13 Earnings Conference Call Presentation is included as Exhibit 99.2 hereto and is incorporated herein by reference. The information included in the 3Q13 Earnings Conference Call Presentation is considered to be “furnished” under the Securities Exchange Act of 1934. The press release and 3Q13 Earnings Conference Call Presentation contain forward-looking statements regarding the Company and each includes a cautionary statement identifying important factors that could cause actual results to differ materially from those anticipated.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits.

99.1 Press Release issued by U.S. Bancorp on October 16, 2013, deemed “filed” under the Securities Exchange Act of 1934.

99.2 3Q13 Earnings Conference Call Presentation, deemed “furnished” under the Securities Exchange Act of 1934.

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.

U.S. BANCORP

By /s/    Craig E. Gifford      

Craig E. Gifford

Executive Vice President and
Controller

DATE: October 16, 2013

EX-99.1

Exhibit 99.1

	News Release
	Contacts:
	Thomas Joyce	Judith T. Murphy
	Media	Investors/Analysts
	(612) 303-3167	(612) 303-0783

U.S. BANCORP REPORTS EARNINGS FOR THE THIRD QUARTER OF 2013

MINNEAPOLIS, October 16, 2013 — U.S. Bancorp (NYSE: USB) today reported net income of $1,468 million for the third quarter of 2013, or $.76 per diluted common share, compared with $1,474 million, or $.74 per diluted common share, in the third quarter of 2012. Highlights for the third quarter of 2013 included:

• Industry-leading performance ratios, including:

• Return on average assets of 1.65 percent

• Return on average common equity of 15.8 percent

• Efficiency ratio of 52.4 percent

• Growth in average total loans of 5.7 percent over the third quarter of 2012 (7.5 percent excluding covered loans) and 1.9 percent on a linked quarter basis (2.2 percent excluding covered loans)

• Growth in average total commercial loans of 9.4 percent over the third quarter of 2012 and 2.0 percent over the second quarter of 2013

• Growth in average total commercial real estate loans of 5.1 percent over the third quarter of 2012 and 1.6 percent over the second quarter of 2013

• Growth in average commercial and commercial real estate commitments of 9.9 percent year-over-year and 3.2 percent over the prior quarter

• Strong new lending activity of $63.1 billion during the third quarter, including:

• $37.8 billion of new and renewed commercial and commercial real estate commitments

• $2.8 billion of lines related to new credit card accounts

• $22.5 billion of mortgage and other retail loan originations

• Continued strong growth in average total deposits of 5.5 percent over the third quarter of 2012 and 2.0 percent on a linked quarter basis.

• Average low cost deposits, including noninterest-bearing and total savings deposits, grew by 8.5 percent year-over-year and 1.0 percent linked quarter

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• Net charge-offs declined on both a linked quarter and year-over-year basis. Provision for credit losses was $30 million less than net charge-offs

• Net charge-offs were $64 million (16.3 percent) lower than the second quarter of 2013

• Annualized net charge-offs to average total loans ratio declined to .57 percent

• Allowance to period-end loans was 1.98 percent at September 30, 2013

• Nonperforming assets declined on both a linked quarter and year-over-year basis

• Nonperforming assets (excluding covered assets) decreased 2.1 percent from the second quarter of 2013

• Allowance to nonperforming assets (excluding covered assets) was 235 percent at September 30, 2013, compared with 231 percent at June 30, 2013, and 213 percent at September 30, 2012

• Capital generation continues to reinforce capital position and return. Ratios at September 30, 2013 were:

• Tier 1 capital ratio of 11.2 percent

• Total risk based capital ratio of 13.3 percent

• Tier 1 common equity to risk-weighted assets ratio of 9.3 percent

• Tier 1 common equity ratio of 8.6 percent estimated using final rules for Basel III standardized approach released July 2013

• Returned 77 percent of third quarter earnings to shareholders through dividends and over 17 million in share buybacks

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EARNINGS SUMMARY	Table 1
($ in millions, except per-share data)

	3Q 2013		2Q 2013		3Q 2012		Percent Change 3Q13 vs 2Q13			Percent Change 3Q13 vs 3Q12			YTD 2013		YTD 2012		Percent Change
Net income attributable to U.S. Bancorp	$	1,468	$	1,484	$	1,474		(1.1	)		(.4	)	$	4,380	$	4,227		3.6
Diluted earnings per common share	$	.76	$	.76	$	.74		—			2.7		$	2.25	$	2.12		6.1
Return on average assets (%)		1.65		1.70		1.70								1.67		1.66
Return on average common equity (%)		15.8		16.1		16.5								16.0		16.4
Net interest margin (%)		3.43		3.43		3.59								3.45		3.59
Efficiency ratio (%)		52.4		51.7		50.4								51.6		51.1
Tangible efficiency ratio (%) (a)		51.3		50.6		49.1								50.5		49.8
Dividends declared per common share	$	.230	$	.230	$	.195		—			17.9		$	.655	$	.585		12.0
Book value per common share (period-end)	$	19.31	$	18.94	$	18.03		2.0			7.1

(a) Computed as noninterest expense divided by the sum of net interest income on a taxable-equivalent basis and noninterest income excluding net securities gains (losses) and intangible amortization.

Net income attributable to U.S. Bancorp was $1,468 million for the third quarter of 2013, .4 percent lower than the $1,474 million for the third quarter of 2012, and 1.1 percent lower than the $1,484 million for the second quarter of 2013. Diluted earnings per common share of $.76 in the third quarter of 2013 were $.02 higher than the third quarter of 2012 and equal to the previous quarter. Return on average assets and return on average common equity were 1.65 percent and 15.8 percent, respectively, for the third quarter of 2013, compared with 1.70 percent and 16.5 percent, respectively, for the third quarter of 2012. The provision for credit losses was lower than net charge-offs by $30 million in the third quarter and the second quarter of 2013 and $50 million lower in the third quarter of 2012.

U.S. Bancorp Chairman, President and Chief Executive Officer Richard K. Davis said, “The Company’s third quarter earnings of $1.5 billion, or $.76 per diluted common share, reflected our continuing ability to manage through the current uncertain and slow-growing economy. Our Company produced industry-leading performance metrics, including return on average assets of 1.65 percent, return on average common equity of 15.8 percent and an efficiency ratio of 52.4 percent, as our diversified mix of businesses mitigated the impact of the pull-back in mortgage banking activity.

“Our balance sheet businesses continued to expand, as average total loans grew by 5.7 percent year-over-year and 1.9 percent linked quarter, accelerating from the 1.2 percent linked quarter growth in the second quarter of this year. Given reported industry trends, these results would indicate that our Company

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continues to gain market share. Average total deposits posted similar growth at 5.5 percent over the prior year and 2.0 percent linked quarter. Our net interest margin of 3.43 percent was equal to the prior quarter and, coupled with the growth in earning assets, led to an increase in net interest income on a linked quarter basis.

“Credit quality continued to improve this quarter with the ratio of net charge-offs to average loans outstanding falling to .57 percent from .70 percent in the prior quarter. Nonperforming assets also declined again this quarter, and we released $30 million of reserves, equal to the prior quarter’s release. The quality of our loan portfolio remains high and we expect net charge-offs and nonperforming assets levels to be relatively stable for the remainder of the year.

“The Company continues to generate significant capital, and we returned 77 percent of our third quarter earnings to shareholders in the form of dividends and buybacks, while maintaining our very strong capital base. Our Tier 1 common and Tier 1 capital ratios at quarter end were 9.3 percent and 11.2 percent, respectively. Our Tier 1 common equity ratio was 8.6 percent at September 30th as estimated under the final Basel III rules released in July, well above the required minimum requirement of 7.0 percent and our own targeted ratio of 8.0 percent.

“In September, we hosted U.S. Bancorp’s 2013 Investor Day in New York City. Throughout the day, our senior management team took the opportunity to review our accomplishments since the last Investor Day in 2010. The theme of the conference was “extending the advantage,” and we described to the audience our expanded distribution and scale, our enhanced products, services and capabilities, our gains in market share and, importantly, how our position in the industry allows us to continue to capitalize on future growth opportunities. In other words, how we are “extending the advantage” that we have already created by investing in our diversified business model, maintaining prudent risk management, focusing on operating integrity and compliance, sustaining strong capital and liquidity, and providing superior returns for our shareholders. We will further extend our advantage by capitalizing on the strength of our markets and distribution, fostering the culture within our Company that has given us the success we enjoy today, advocating for our customers and our communities, and preparing our employees for the realities of the new economy, all while providing consistent, predictable, repeatable results for our shareholders.”

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INCOME STATEMENT HIGHLIGHTS	Table 2
(Taxable-equivalent basis, $ in millions, except per-share data)

	3Q 2013		2Q 2013		3Q 2012		Percent Change 3Q13 vs 2Q13			Percent Change 3Q13  vs 3Q12			YTD 2013		YTD 2012		Percent Change
Net interest income	$	2,714	$	2,672	$	2,783		1.6			(2.5	)	$	8,095	$	8,186		(1.1	)
Noninterest income		2,177		2,276		2,396		(4.3	)		(9.1	)		6,618		6,990		(5.3	)
Total net revenue		4,891		4,948		5,179		(1.2	)		(5.6	)		14,713		15,176		(3.1	)
Noninterest expense		2,565		2,557		2,609		.3			(1.7	)		7,592		7,770		(2.3	)
Income before provision and taxes		2,326		2,391		2,570		(2.7	)		(9.5	)		7,121		7,406		(3.8	)
Provision for credit losses		298		362		488		(17.7	)		(38.9	)		1,063		1,439		(26.1	)
Income before taxes		2,028		2,029		2,082		—			(2.6	)		6,058		5,967		1.5
Taxable-equivalent adjustment		56		56		57		—			(1.8	)		168		168		—
Applicable income taxes		542		529		593		2.5			(8.6	)		1,629		1,684		(3.3	)
Net income		1,430		1,444		1,432		(1.0	)		(.1	)		4,261		4,115		3.5
Net (income) loss attributable to noncontrolling interests		38		40		42		(5.0	)		(9.5	)		119		112		6.3
Net income attributable to U.S. Bancorp	$	1,468	$	1,484	$	1,474		(1.1	)		(.4	)	$	4,380	$	4,227		3.6
Net income applicable to U.S. Bancorp common shareholders	$	1,400	$	1,405	$	1,404		(.4	)		(.3	)	$	4,163	$	4,034		3.2
Diluted earnings per common share	$	.76	$	.76	$	.74		—			2.7		$	2.25	$	2.12		6.1

Net income attributable to U.S. Bancorp for the third quarter of 2013 was $6 million (.4 percent) lower than the third quarter of 2012, and $16 million (1.1 percent) lower than the second quarter of 2013. The decrease in net income year-over-year and on a linked quarter basis was principally due to a reduction in mortgage banking revenue, largely offset by a lower provision for credit losses and controlled expenses.

Total net revenue on a taxable-equivalent basis for the third quarter of 2013 was $4,891 million; $288 million (5.6 percent) lower than the third quarter of 2012, reflecting a 2.5 percent decrease in net interest income and a 9.1 percent decrease in noninterest income. Net interest income declined year-over-year, as an increase in average earning assets was offset by a decrease in the net interest margin. Noninterest income declined year-over-year, primarily due to lower mortgage banking revenue. Total net revenue on a taxable-equivalent basis was $57 million (1.2 percent) lower on a linked quarter basis due to a 4.3 percent decrease in noninterest income driven by lower mortgage banking revenue, partially offset by a 1.6 percent increase in net interest income, the result of growth in average earning assets and a stable net interest margin.

Total noninterest expense in the third quarter of 2013 was $2,565 million; $44 million (1.7 percent) lower than the third quarter of 2012 and $8 million (.3 percent) higher than the second quarter of 2013. The decrease in total noninterest expense year-over-year was primarily due to a reduction in mortgage servicing

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review-related professional services expense and lower compensation expense, partially offset by higher employee benefits expense. The modest increase in total noninterest expense on a linked quarter basis was primarily due to higher costs related to investments in tax-advantaged projects, partially offset by lower compensation expense and marketing and business development costs.

The Company’s provision for credit losses for the third quarter of 2013 was $298 million, $64 million lower than the prior quarter and $190 million lower than the third quarter of 2012. The provision for credit losses was lower than net charge-offs by $30 million in the third quarter and second quarter of 2013, and $50 million lower in the third quarter of 2012. Net charge-offs in the third quarter of 2013 were $328 million, compared with $392 million in the second quarter of 2013 and $538 million in the third quarter of 2012. Given current economic conditions, the Company expects the level of net charge-offs to be relatively stable in the fourth quarter of 2013.

Nonperforming assets include assets originated or acquired by the Company, as well as loans and other real estate acquired under FDIC loss sharing agreements that substantially reduce the risk of credit losses to the Company (“covered assets”). Excluding covered assets, nonperforming assets were $1,880 million at September 30, 2013, compared with $1,921 million at June 30, 2013, and $2,188 million at September 30, 2012. The decrease in nonperforming assets, excluding covered assets, compared with a year ago was driven primarily by reductions in the commercial mortgage portfolio, as well as by improvement in construction and development, total commercial and credit card loans. Covered nonperforming assets were $332 million at September 30, 2013, compared with $355 million at June 30, 2013, and $647 million at September 30, 2012. The ratio of the allowance for credit losses to period-end loans, including covered loans, was 1.98 percent at September 30, 2013, compared with 2.02 percent at June 30, 2013, and 2.19 percent at September 30, 2012. The Company expects total nonperforming assets to remain relatively stable in the fourth quarter of 2013.

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NET INTEREST INCOME	Table 3
(Taxable-equivalent basis; $ in millions)

	3Q 2013			2Q 2013			3Q 2012			Change 3Q13  vs 2Q13			Change 3Q13 vs 3Q12			YTD 2013			YTD 2012			Change
Components of net interest income
Income on earning assets	$	3,125		$	3,095		$	3,284		$	30		$	(159	)	$	9,388		$	9,858		$	(470	)
Expense on interest-bearing liabilities		411			423			501			(12	)		(90	)		1,293			1,672			(379	)
Net interest income	$	2,714		$	2,672		$	2,783		$	42		$	(69	)	$	8,095		$	8,186		$	(91	)
Average yields and rates paid
Earning assets yield		3.95	%		3.98	%		4.24	%		(.03	)%		(.29	)%		4.00	%		4.33	%		(.33	)%
Rate paid on interest-bearing liabilities		.71			.74			.88			(.03	)		(.17	)		.75			.99			(.24	)
Gross interest margin		3.24	%		3.24	%		3.36	%		—	%		(.12	)%		3.25	%		3.34	%		(.09	)%
Net interest margin		3.43	%		3.43	%		3.59	%		—	%		(.16	)%		3.45	%		3.59	%		(.14	)%
Average balances
Investment securities (a)	$	74,988		$	74,438		$	72,454		$	550		$	2,534		$	74,303		$	72,371		$	1,932
Loans		229,362			225,186			216,928			4,176			12,434			225,682			213,731			11,951
Earning assets		315,060			311,927			308,959			3,133			6,101			313,663			304,269			9,394
Interest-bearing liabilities		230,825			229,419			226,109			1,406			4,716			230,805			225,885			4,920

(a) Excludes unrealized gain (loss)

Net Interest Income

Net interest income on a taxable-equivalent basis in the third quarter of 2013 was $2,714 million, a decrease of $69 million (2.5 percent) from the third quarter of 2012. The decrease was the result of lower rates on loans and investment securities, partially offset by higher average earning assets, continued growth in lower cost core deposit funding and the positive impact from maturities of higher-rate long-term debt. Average earning assets were $6.1 billion (2.0 percent) higher than the third quarter of 2012, driven by increases of $12.4 billion (5.7 percent) in average total loans and $2.5 billion (3.5 percent) in average investment securities, partially offset by decreases of $3.5 billion (41.1 percent) in average loans held for sale and $5.4 billion (48.5 percent) in other earning assets, principally due to the deconsolidation of certain community development and tax-advantaged investment variable interest entities during the second quarter of 2013. Net interest income increased $42 million (1.6 percent) on a linked quarter basis, driven by a $3.1 billion (1.0 percent) increase in average earning assets, reflecting growth in average total loans, partially offset by declines in average loans held for sale and other earning assets. The net interest margin in the third quarter of 2013 was 3.43 percent, compared with 3.59 percent in the third quarter of 2012, and 3.43 percent in the second quarter of 2013. The decline in the net interest margin on a year-over-year basis primarily

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reflected lower rates on investment securities and loans, partially offset by lower rates on deposits and a reduction in higher cost long-term debt.

AVERAGE LOANS	Table 4
($ in millions)

	3Q 2013		2Q 2013		3Q 2012		Percent Change 3Q13 vs 2Q13			Percent Change 3Q13 vs 3Q12			YTD 2013		YTD 2012		Percent Change
Commercial	$	62,856	$	61,507	$	56,655		2.2			10.9		$	61,439	$	54,118		13.5
Lease financing		5,208		5,255		5,537		(.9	)		(5.9	)		5,280		5,672		(6.9	)
Total commercial		68,064		66,762		62,192		2.0			9.4			66,719		59,790		11.6
Commercial mortgages		31,546		31,371		30,686		.6			2.8			31,311		30,403		3.0
Construction and development		6,955		6,513		5,944		6.8			17.0			6,561		5,986		9.6
Total commercial real estate		38,501		37,884		36,630		1.6			5.1			37,872		36,389		4.1
Residential mortgages		49,139		46,873		40,969		4.8			19.9			47,055		39,328		19.6
Credit card		16,931		16,416		16,551		3.1			2.3			16,627		16,675		(.3	)
Retail leasing		5,664		5,653		5,256		.2			7.8			5,589		5,167		8.2
Home equity and second mortgages		15,648		15,989		17,329		(2.1	)		(9.7	)		16,021		17,619		(9.1	)
Other		25,682		25,224		25,406		1.8			1.1			25,424		25,154		1.1
Total other retail		46,994		46,866		47,991		.3			(2.1	)		47,034		47,940		(1.9	)
Total loans, excluding covered loans		219,629		214,801		204,333		2.2			7.5			215,307		200,122		7.6
Covered loans		9,733		10,385		12,595		(6.3	)		(22.7	)		10,375		13,609		(23.8	)
Total loans	$	229,362	$	225,186	$	216,928		1.9			5.7		$	225,682	$	213,731		5.6

Average total loans were $12.4 billion (5.7 percent) higher in the third quarter of 2013 than the third quarter of 2012, driven by growth in residential mortgages (19.9 percent), commercial loans (10.9 percent), retail leasing (7.8 percent), total commercial real estate (5.1 percent), credit card (2.3 percent) and other retail loans (1.1 percent). These increases were partially offset by declines in home equity and second mortgages (9.7 percent), lease financing (5.9 percent) and covered loans (22.7 percent). Average total loans, excluding covered loans, were higher by 7.5 percent year-over-year. Average total loans were $4.2 billion (1.9 percent) higher in the third quarter of 2013 than the second quarter of 2013, driven by increases in residential mortgages (4.8 percent), credit card (3.1 percent), commercial loans (2.2 percent), other retail loans (1.8 percent), total commercial real estate (1.6 percent) and retail leasing (.2 percent), partially offset by decreases in home equity and second mortgages (2.1 percent), lease financing (.9 percent) and covered loans (6.3 percent). Excluding covered loans, average total loans grew by 2.2 percent on a linked quarter basis.

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Average investment securities in the third quarter of 2013 were $2.5 billion (3.5 percent) higher year-over-year and $.6 billion (.7 percent) higher than the prior quarter. The increases were primarily due to purchases of U.S. government agency-backed securities, net of prepayments and maturities.

AVERAGE DEPOSITS	Table 5
($ in millions)

	3Q 2013		2Q 2013		3Q 2012		Percent Change 3Q13 vs 2Q13			Percent Change 3Q13 vs 3Q12			YTD 2013		YTD 2012		Percent Change
Noninterest-bearing deposits	$	68,264	$	66,866	$	68,127		2.1			.2		$	67,183	$	65,423		2.7
Interest-bearing savings deposits
Interest checking		48,235		48,403		43,207		(.3	)		11.6			48,347		45,522		6.2
Money market savings		55,982		55,368		47,530		1.1			17.8			54,826		45,977		19.2
Savings accounts		32,083		31,929		29,743		.5			7.9			31,809		29,383		8.3
Total of savings deposits		136,300		135,700		120,480		.4			13.1			134,982		120,882		11.7
Time certificates of deposit less than $100,000		12,495		13,152		14,362		(5.0	)		(13.0	)		13,082		14,695		(11.0	)
Time deposits greater than $100,000		35,309		31,667		36,312		11.5			(2.8	)		33,037		31,978		3.3
Total interest-bearing deposits		184,104		180,519		171,154		2.0			7.6			181,101		167,555		8.1
Total deposits	$	252,368	$	247,385	$	239,281		2.0			5.5		$	248,284	$	232,978		6.6

Average total deposits for the third quarter of 2013 were $13.1 billion (5.5 percent) higher than the third quarter of 2012. Average noninterest-bearing deposits were relatively stable with an increase of $137 million (.2 percent) year-over-year. Average total savings deposits were $15.8 billion (13.1 percent) higher year-over-year, the result of growth in Consumer and Small Business Banking, as well as in corporate trust, broker-dealer and government-related balances. Average time certificates of deposit less than $100,000 were $1.9 billion (13.0 percent) lower due to maturities, while time deposits greater than $100,000 decreased $1.0 billion (2.8 percent), primarily due to a decline in Consumer and Small Business Banking and corporate trust balances. Time deposits greater than $100,000 are managed as an alternative to other funding sources, such as wholesale borrowing, based largely on relative pricing.

Average total deposits increased $5.0 billion (2.0 percent) over the second quarter of 2013. Average noninterest-bearing deposits increased $1.4 billion (2.1 percent) on a linked quarter basis, mainly in Consumer and Small Business Banking and Wholesale Banking and Commercial Real Estate. Average total savings deposits increased modestly, $600 million (.4 percent), as higher broker-dealer balances were offset by lower corporate trust balances. Compared with the second quarter of 2013, average time certificates of

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deposit less than $100,000 declined $657 million (5.0 percent) due to maturities. Average time deposits greater than $100,000 increased $3.6 billion (11.5 percent) on a linked quarter basis, principally due to higher broker-dealer and other wholesale banking balances, partially offset by lower corporate trust balances.

NONINTEREST INCOME	Table 6
($ in millions)

	3Q 2013			2Q 2013		3Q 2012		Percent Change 3Q13 vs 2Q13			Percent Change 3Q13 vs 3Q12			YTD 2013		YTD 2012			Percent Change
Credit and debit card revenue	$	244		$	244	$	213		—			14.6		$	702	$	650			8.0
Corporate payment products revenue		192			176		201		9.1			(4.5	)		540		566			(4.6	)
Merchant processing services		371			373		345		(.5	)		7.5			1,091		1,041			4.8
ATM processing services		83			83		87		—			(4.6	)		248		263			(5.7	)
Trust and investment management fees		280			284		265		(1.4	)		5.7			842		779			8.1
Deposit service charges		180			160		174		12.5			3.4			493		483			2.1
Treasury management fees		134			140		135		(4.3	)		(.7	)		408		411			(.7	)
Commercial products revenue		207			209		225		(1.0	)		(8.0	)		616		652			(5.5	)
Mortgage banking revenue		328			396		519		(17.2	)		(36.8	)		1,125		1,461			(23.0	)
Investment products fees		46			46		38		—			21.1			133		111			19.8
Securities gains (losses), net		(3	)		6		1		nm			nm			8		(18	)		nm
Other		115			159		193		(27.7	)		(40.4	)		412		591			(30.3	)
Total noninterest income	$	2,177		$	2,276	$	2,396		(4.3	)		(9.1	)	$	6,618	$	6,990			(5.3	)

Noninterest Income

Third quarter noninterest income was $2,177 million; $219 million (9.1 percent) lower than the third quarter of 2012 and $99 million (4.3 percent) lower than the second quarter of 2013. The year-over-year decrease in noninterest income was principally due to a $191 million (36.8 percent) reduction in mortgage banking revenue due to lower origination and sales revenue, partially offset by higher servicing income and a favorable change in the valuation of mortgage servicing rights (“MSRs”), net of hedging activities. Growth in several fee categories helped to offset the decline in mortgage banking revenue. Credit and debit card revenue increased $31 million (14.6 percent) over the prior year due to higher transaction volumes, including the impact of business expansion. Merchant processing services revenue was $26 million (7.5 percent) higher as a result of an increase in product fees and higher volumes. Trust and investment management fees increased $15 million (5.7 percent) year-over-year, reflecting improved market conditions and business expansion, while investment products fees increased $8 million (21.1 percent) over the prior year due to

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higher sales volumes and fees. Offsetting these positive variances were declines in corporate payment products revenue of $9 million (4.5 percent), the result of lower government-related transactions, and commercial products revenue, which decreased $18 million (8.0 percent) year-over-year due to lower standby letters of credit, foreign exchange, bond underwriting and syndication fees. In addition, other revenue declined by $78 million (40.4 percent), principally the result of a gain on the sale of a credit card portfolio in the third quarter of 2012.

Noninterest income was $99 million (4.3 percent) lower in the third quarter of 2013 than the second quarter of 2013, driven by a reduction in mortgage banking revenue due to lower origination and sales revenue, partially offset by higher servicing income and a favorable change in the valuation of MSRs, net of hedging activities. Partially offsetting the decline in mortgage banking revenue was growth in corporate payment products revenue, which increased by $16 million (9.1 percent) on a linked quarter basis due to seasonally higher sales volumes. Deposit service charges were $20 million (12.5 percent) higher than the second quarter of 2013, due to higher volumes, pricing changes and an increase in account fees. Offsetting these positives variances was other revenue, which decreased $44 million (27.7 percent) linked quarter, primarily due to lower equity investment and retail lease revenue, as well as the impact of a small merchant processing-related contract termination gain recorded in the second quarter of 2013. In addition, treasury management revenue was $6 million (4.3 percent) lower due to seasonally higher tax-processing transaction volumes in the second quarter.

NONINTEREST EXPENSE	Table 7
($ in millions)

	3Q 2013		2Q 2013		3Q 2012		Percent Change 3Q13 vs 2Q13			Percent Change 3Q13 vs 3Q12			YTD 2013		YTD 2012		Percent Change
Compensation	$	1,088	$	1,098	$	1,109		(.9	)		(1.9	)	$	3,268	$	3,237		1.0
Employee benefits		278		277		225		.4			23.6			865		714		21.1
Net occupancy and equipment		240		234		233		2.6			3.0			709		683		3.8
Professional services		94		91		144		3.3			(34.7	)		263		364		(27.7	)
Marketing and business development		85		96		96		(11.5	)		(11.5	)		254		285		(10.9	)
Technology and communications		214		214		205		—			4.4			639		607		5.3
Postage, printing and supplies		76		78		75		(2.6	)		1.3			230		226		1.8
Other intangibles		55		55		67		—			(17.9	)		167		208		(19.7	)
Other		435		414		455		5.1			(4.4	)		1,197		1,446		(17.2	)
Total noninterest expense	$	2,565	$	2,557	$	2,609		.3			(1.7	)	$	7,592	$	7,770		(2.3	)

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Noninterest Expense

Noninterest expense in the third quarter of 2013 totaled $2,565 million, a decrease of $44 million (1.7 percent) from the third quarter of 2012, and an $8 million (.3 percent) increase from the second quarter of 2013. The decrease in total noninterest expense year-over-year was driven by lower professional services expense due to a reduction in mortgage servicing review-related costs. Compensation expense decreased $21 million (1.9 percent), primarily as a result of lower incentive expense. Marketing and business development expense was $11 million (11.5 percent) lower than the prior year due to the timing of marketing programs, while other intangibles expense decreased $12 million (17.9 percent) year-over-year, the result of the reduction or completion of the amortization of certain intangibles. Other expense decreased by $20 million (4.4 percent), largely due to a reduction in litigation-related expense and lower costs associated with other real estate owned, partially offset by higher costs related to investments in tax-advantaged projects. These reductions were partially offset by higher employee benefits expense of $53 million (23.6 percent), principally due to higher pension and medical costs. Net occupancy and equipment expense increased $7 million (3.0 percent) due to business initiatives, higher rent expense and maintenance costs. Technology and communications expense was $9 million (4.4 percent) higher than last year, reflecting both business expansion and technology projects.

Noninterest expense increased $8 million (.3 percent) on a linked quarter basis. Net occupancy and equipment expense was $6 million (2.6 percent) higher, driven by utilities and maintenance costs, while other expense increased $21 million (5.1 percent) principally due to higher costs related to investments in tax-advantaged projects. Partially offsetting these unfavorable variances was a decrease in compensation expense of $10 million (.9 percent), reflecting a reduction in commission expense and contract labor costs, and lower marketing and business development expense of $11 million (11.5 percent) due to the timing of marketing programs.

Provision for Income Taxes

The provision for income taxes for the third quarter of 2013 resulted in a tax rate on a taxable-equivalent basis of 29.5 percent (effective tax rate of 27.5 percent), compared with 31.2 percent (effective tax rate of 29.3 percent) in the third quarter of 2012, and 28.8 percent (effective tax rate of 26.8 percent) in the second quarter of 2013.

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ALLOWANCE FOR CREDIT LOSSES	Table 8
($ in millions)

	3Q			2Q			1Q		4Q			3Q
	2013			2013			2013		2012			2012
Balance, beginning of period	$	4,612		$	4,708		$	4,733	$	4,771		$	4,864
Net charge-offs
Commercial		18			34			32		47			59
Lease financing		(7	)		4			3		5			7
Total commercial		11			38			35		52			66
Commercial mortgages		2			8			15		12			20
Construction and development		(8	)		(25	)		4		5			5
Total commercial real estate		(6	)		(17	)		19		17			25
Residential mortgages		57			74			92		96			121
Credit card		160			173			160		161			167
Retail leasing		1			(1	)		1		1			—
Home equity and second mortgages		43			58			73		75			89
Other		54			48			52		59			68
Total other retail		98			105			126		135			157
Total net charge-offs, excluding covered loans		320			373			432		461			536
Covered loans		8			19			1		7			2
Total net charge-offs		328			392			433		468			538
Provision for credit losses		298			362			403		443			488
Other changes (a)		(4	)		(66	)		5		(13	)		(43	)
Balance, end of period	$	4,578		$	4,612		$	4,708	$	4,733		$	4,771
Components
Allowance for loan losses	$	4,258		$	4,312		$	4,390	$	4,424		$	4,481
Liability for unfunded credit commitments		320			300			318		309			290
Total allowance for credit losses	$	4,578		$	4,612		$	4,708	$	4,733		$	4,771
Gross charge-offs	$	450		$	506		$	549	$	576		$	639
Gross recoveries	$	122		$	114		$	116	$	108		$	101
Allowance for credit losses as a percentage of
Period-end loans, excluding covered loans		1.99			2.03			2.11		2.15			2.26
Nonperforming loans, excluding covered loans		294			287			274		269			244
Nonperforming assets, excluding covered assets		235			231			221		218			213
Period-end loans		1.98			2.02			2.11		2.12			2.19
Nonperforming loans		276			269			255		228			202
Nonperforming assets		207			203			196		177			168

(a) Represents net changes in credit losses to be reimbursed by the FDIC, as well as reductions in the allowance for covered loans where the reversal of provision expense was offset by an associated decrease in the indemnification asset in second and third quarters of 2013, and the sale of a credit card portfolio in third quarter of 2012.

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Credit Quality

Net charge-offs and nonperforming assets declined on a linked quarter and year-over-year basis as economic conditions continued to slowly improve. On a linked quarter basis, net charge-offs decreased $64 million (16.3 percent), and nonperforming assets, excluding covered assets, decreased $41 million (2.1 percent). The allowance for credit losses was $4,578 million at September 30, 2013, compared with $4,612 million at June 30, 2013, and $4,771 million at September 30, 2012. Total net charge-offs in the third quarter of 2013 were $328 million, compared with $392 million in the second quarter of 2013, and $538 million in the third quarter of 2012. The decrease in total net charge-offs on a linked quarter basis primarily reflected improvement in the total commercial portfolio, as well as improvement in the residential mortgages, credit card and home equity and second mortgages portfolios. The $210 million (39.0 percent) decline in net charge-offs year-over-year was primarily due to improvement in the commercial, commercial real estate, residential mortgages and home equity and second mortgages portfolios. The Company recorded $298 million of provision for credit losses in the current quarter, which was $30 million less than net charge-offs.

Commercial and commercial real estate loan net charge-offs decreased to $5 million (.02 percent of average loans outstanding) in the third quarter of 2013, compared with $21 million (.08 percent of average loans outstanding) in the second quarter of 2013, and $91 million (.37 percent of average loans outstanding) in the third quarter of 2012.

Residential mortgage loan net charge-offs were $57 million (.46 percent of average loans outstanding) in the third quarter of 2013, compared with $74 million (.63 percent of average loans outstanding) in the second quarter of 2013, and $121 million (1.17 percent of average loans outstanding) in the third quarter of 2012. Credit card loan net charge-offs were $160 million (3.75 percent of average loans outstanding) in the third quarter of 2013, compared with $173 million (4.23 percent of average loans outstanding) in the second quarter of 2013, and $167 million (4.01 percent of average loans outstanding) in the third quarter of 2012. Total other retail loan net charge-offs were $98 million (.83 percent of average loans outstanding) in the third quarter of 2013, compared with $105 million (.90 percent of average loans outstanding) in the second quarter of 2013, and $157 million (1.30 percent of average loans outstanding) in the third quarter of 2012.

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The ratio of the allowance for credit losses to period-end loans was 1.98 percent (1.99 percent excluding covered loans) at September 30, 2013, compared with 2.02 percent (2.03 percent excluding covered loans) at June 30, 2013, and 2.19 percent (2.26 percent excluding covered loans) at September 30, 2012. The ratio of the allowance for credit losses to nonperforming loans was 276 percent (294 percent excluding covered loans) at September 30, 2013, compared with 269 percent (287 percent excluding covered loans) at June 30, 2013, and 202 percent (244 percent excluding covered loans) at September 30, 2012.

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CREDIT RATIOS	Table 9
(Percent)

	3Q			2Q			1Q		4Q		3Q
	2013			2013			2013		2012		2012
Net charge-offs ratios (a)
Commercial		.11			.22			.22		.32		.41
Lease financing		(.53	)		.31			.23		.37		.50
Total commercial		.06			.23			.22		.32		.42
Commercial mortgages		.03			.10			.20		.16		.26
Construction and development		(.46	)		(1.54	)		.26		.33		.33
Total commercial real estate		.06			(.18	)		.21		.18		.27
Residential mortgages		.46			.63			.83		.88		1.17
Credit card (b)		3.75			4.23			3.93		3.86		4.01
Retail leasing		.07			(.07	)		.07		.07		—
Home equity and second mortgages		1.09			1.45			1.80		1.76		2.04
Other		.83			.76			.83		.92		1.06
Total other retail		.83			.90			1.08		1.12		1.30
Total net charge-offs, excluding covered loans		.58			.70			.83		.88		1.04
Covered loans		.33			.73			.04		.24		.06
Total net charge-offs		.57			.70			.79		.85		.99
Delinquent loan ratios—90 days or more past due excluding nonperforming loans (c)
Commercial		.07			.09			.09		.09		.06
Commercial real estate		.02			.03			.02		.02		.03
Residential mortgages		.53			.53			.54		.64		.72
Credit card		1.11			1.10			1.26		1.27		1.18
Other retail		.16			.16			.18		.20		.20
Total loans, excluding covered loans		.27			.27			.29		.31		.31
Covered loans		5.47			5.40			5.18		5.86		5.61
Total loans		.48			.49			.52		.59		.61
Delinquent loan ratios—90 days or more past due including nonperforming loans (c)
Commercial		.24			.24			.25		.27		.31
Commercial real estate		.94			1.13			1.38		1.50		1.75
Residential mortgages		1.99			1.96			2.01		2.14		2.52
Credit card		1.66			1.75			2.04		2.12		2.18
Other retail		.60			.63			.67		.66		.64
Total loans, excluding covered loans		.94			.97			1.06		1.11		1.24
Covered loans		7.13			7.08			7.13		9.28		9.30
Total loans		1.20			1.24			1.35		1.52		1.69

(a) Annualized and calculated on average loan balances

(b) Net charge-offs as a percent of average loans outstanding, excluding portfolio purchases where the acquired loans were recorded at fair value at the purchase date were 3.75 percent for the third quarter of 2013, 4.23 percent for the second quarter of 2013, 4.00 percent for the first quarter of 2013, 4.00 percent for the fourth quarter of 2012 and 4.17 percent for the third quarter of 2012.

(c) Ratios are expressed as a percent of ending loan balances.

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ASSET QUALITY	Table 10
($ in millions)

	Sep 30		Jun 30		Mar 31		Dec 31		Sep 30
	2013		2013		2013		2012		2012
Nonperforming loans
Commercial	$	104	$	91	$	85	$	107	$	133
Lease financing		12		14		16		16		19
Total commercial		116		105		101		123		152
Commercial mortgages		210		263		289		308		392
Construction and development		146		161		218		238		239
Total commercial real estate		356		424		507		546		631
Residential mortgages		732		685		673		661		757
Credit card		94		109		127		146		163
Other retail		206		222		228		217		210
Total nonperforming loans, excluding covered loans		1,504		1,545		1,636		1,693		1,913
Covered loans		156		168		209		386		449
Total nonperforming loans		1,660		1,713		1,845		2,079		2,362
Other real estate (a)		366		364		379		381		259
Covered other real estate (a)		176		187		168		197		198
Other nonperforming assets		10		12		14		14		16
Total nonperforming assets (b)	$	2,212	$	2,276	$	2,406	$	2,671	$	2,835
Total nonperforming assets, excluding covered assets	$	1,880	$	1,921	$	2,029	$	2,088	$	2,188
Accruing loans 90 days or more past due, excluding covered loans	$	591	$	580	$	609	$	660	$	644
Accruing loans 90 days or more past due	$	1,105	$	1,119	$	1,165	$	1,323	$	1,326
Performing restructured loans, excluding GNMA and covered loans	$	3,097	$	3,311	$	3,318	$	3,421	$	3,387
Performing restructured GNMA and covered loans	$	2,262	$	2,217	$	2,294	$	2,159	$	2,002
Nonperforming assets to loans plus ORE, excluding covered assets (%)		.85		.88		.95		.98		1.06
Nonperforming assets to loans plus ORE (%)		.95		1.00		1.07		1.19		1.30

(a) Includes equity investments in entities whose only asset is other real estate owned.

(b) Does not include accruing loans 90 days or more past due or restructured loans that continue to accrue interest.

Nonperforming assets at September 30, 2013, totaled $2,212 million, compared with $2,276 million at June 30, 2013, and $2,835 million at September 30, 2012. Total nonperforming assets at September 30, 2013, included $332 million of covered assets. The ratio of nonperforming assets to loans and other real estate was .95 percent (.85 percent excluding covered assets) at September 30, 2013, compared with 1.00 percent (.88 percent excluding covered assets) at June 30, 2013, and 1.30 percent (1.06 percent excluding covered assets) at September 30, 2012. Total commercial nonperforming assets were $36 million (23.7

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percent) lower than a year ago, while increasing modestly on a linked quarter basis. Commercial mortgage and construction and development nonperforming assets declined by $275 million (43.6 percent) year-over-year and $68 million (16.0 percent) on a linked quarter basis. Credit card nonperforming assets were $69 million (42.3 percent) lower on a year-over-year basis and $15 million (13.8 percent) lower on a linked quarter basis. Residential mortgage nonperforming assets decreased $25 million (3.3 percent) from the third quarter of 2012, while increasing $47 million (6.9 percent) over the prior quarter. Other retail nonperforming assets decreased $4 million (1.9 percent) year-over-year and $16 million (7.2 percent) on a linked quarter basis.

Accruing loans 90 days or more past due were $1,105 million ($591 million excluding covered loans) at September 30, 2013, compared with the $1,119 million ($580 million excluding covered loans) at June 30, 2013, and the $1,326 million ($644 million excluding covered loans) at September 30, 2012.

CAPITAL POSITION	Table 11
($ in millions)

	Sep 30			Jun 30			Mar 31			Dec 31			Sep 30
	2013			2013			2013			2012			2012
Total U.S. Bancorp shareholders’ equity	$	40,132		$	39,683		$	39,531		$	38,998		$	38,661
Tier 1 capital		32,707			32,219			31,774			31,203			30,766
Total risk-based capital		38,873			38,378			38,099			37,780			37,559
Tier 1 capital ratio		11.2	%		11.1	%		11.0	%		10.8	%		10.9	%
Total risk-based capital ratio		13.3			13.3			13.2			13.1			13.3
Leverage ratio		9.6			9.5			9.3			9.2			9.2
Tangible common equity to tangible assets		7.4			7.5			7.4			7.2			7.2
Tangible common equity to risk-weighted assets using Basel I definition		8.9			8.9			8.8			8.6			8.8
Tier 1 common equity to risk-weighted assets using Basel I definition		9.3			9.2			9.1			9.0			9.0
Tier 1 common equity to risk-weighted assets estimated using final rules for the Basel III standardized approach released July 2013		8.6			8.6			—			—			—
Tier 1 common equity to risk-weighted assets approximated using proposed rules for the Basel III standardized approach released June 2012		—			8.3			8.2			8.1			8.2

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Total U.S. Bancorp shareholders’ equity was $40.1 billion at September 30, 2013, compared with $39.7 billion at June 30, 2013, and $38.7 billion at September 30, 2012. During the third quarter, the Company returned 77 percent of third quarter earnings to shareholders, including $422 million in common stock dividends and $659 million of repurchased common stock. The Tier 1 capital ratio was 11.2 percent at September 30, 2013, compared with 11.1 percent at June 30, 2013, and 10.9 percent at September 30, 2012. The tangible common equity to tangible assets ratio was 7.4 percent at September 30, 2013, compared with 7.5 percent at June 30, 2013, and 7.2 percent at September 30, 2012. The Tier 1 common equity to risk-weighted assets ratio was 9.3 percent at September 30, 2013, compared with 9.2 percent at June 30, 2013, and 9.0 percent at September 30, 2012. All regulatory ratios continue to be in excess of “well-capitalized” requirements. The Tier 1 common equity to risk-weighted assets ratio estimated using final rules for the Basel III standardized approach released July 2013 was approximately 8.6 percent at September 30, 2013, and at June 30, 2013.

COMMON SHARES	Table 12
(Millions)

	3Q			2Q			1Q			4Q			3Q
	2013			2013			2013			2012			2012
Beginning shares outstanding		1,844			1,858			1,869			1,880			1,892
Shares issued for stock option and stock purchase plans, acquisitions and other corporate purposes		5			4			6			2			5
Shares repurchased		(17	)		(18	)		(17	)		(13	)		(17	)
Ending shares outstanding		1,832			1,844			1,858			1,869			1,880

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LINE OF BUSINESS FINANCIAL PERFORMANCE (a)	Table 13
($ in millions)

	Net Income Attributable												Net Income Attributable
	to U.S. Bancorp						Percent Change						to U.S. Bancorp							3Q 2013
	3Q		2Q		3Q		3Q13 vs			3Q13 vs			YTD		YTD		Percent			Earnings
Business Line	2013		2013		2012		2Q13			3Q12			2013		2012		Change			Composition
Wholesale Banking and Commercial Real Estate	$	333	$	328	$	326		1.5			2.1		$	991	$	985		.6			23	%
Consumer and Small Business Banking		343		346		334		(.9	)		2.7			1,005		1,094		(8.1	)		23
Wealth Management and Securities Services		34		46		43		(26.1	)		(20.9	)		116		129		(10.1	)		2
Payment Services		318		320		377		(.6	)		(15.6	)		896		947		(5.4	)		22
Treasury and Corporate Support		440		444		394		(.9	)		11.7			1,372		1,072		28.0			30
Consolidated Company	$	1,468	$	1,484	$	1,474		(1.1	)		(.4	)	$	4,380	$	4,227		3.6			100	%

(a) preliminary data

Lines of Business

The Company’s major lines of business are Wholesale Banking and Commercial Real Estate, Consumer and Small Business Banking, Wealth Management and Securities Services, Payment Services, and Treasury and Corporate Support. These operating segments are components of the Company about which financial information is prepared and is evaluated regularly by management in deciding how to allocate resources and assess performance. Noninterest expenses incurred by centrally managed operations or business lines that directly support another business line’s operations are charged to the applicable business line based on its utilization of those services, primarily measured by the volume of customer activities, number of employees or other relevant factors. These allocated expenses are reported as net shared services expense within noninterest expense. Designations, assignments and allocations change from time to time as management systems are enhanced, methods of evaluating performance or product lines change or business segments are realigned to better respond to the Company’s diverse customer base. During 2013, certain organization and methodology changes were made and, accordingly, prior period results were restated and presented on a comparable basis.

Wholesale Banking and Commercial Real Estate offers lending, equipment finance and small-ticket leasing, depository services, treasury management, capital markets, international trade services and other financial services to middle market, large corporate, commercial real estate, financial institution, non-profit and public sector clients. Wholesale Banking and Commercial Real Estate contributed $333 million of the

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Company’s net income in the third quarter of 2013, compared with $326 million in the third quarter of 2012 and $328 million in the second quarter of 2013. Wholesale Banking and Commercial Real Estate’s net income increased $7 million (2.1 percent) over the same quarter of 2012 due to a lower provision for credit losses and a decrease in total noninterest expense, partially offset by lower total net revenue. Total net revenue declined by $34 million (4.1 percent). Net interest income decreased modestly, $2 million (.4 percent) year-over-year, primarily due to lower rates on loans and the impact of lower rates on the margin benefit from deposits, partially offset by higher average loan and deposit balances and higher loan fees. Total noninterest income decreased by $32 million (10.7 percent), driven by lower commercial products revenue, including standby letters of credit fees, foreign exchange revenue, bond underwriting fees, loan syndication and other loan-related fees. Total noninterest expense decreased by $7 million (2.2 percent) from a year ago, primarily due to lower compensation and employee benefits costs, driven by a reduction in incentives expense. The provision for credit losses was $38 million lower year-over-year due to lower net charge-offs, partially offset by an unfavorable change in the reserve allocation.

Wholesale Banking and Commercial Real Estate’s contribution to net income in the third quarter of 2013 was $5 million (1.5 percent) higher than the second quarter of 2013. Total net revenue increased $1 million (.1 percent), over the prior quarter. Net interest income increased by $7 million (1.3 percent) on a linked quarter basis, primarily due to increases in average loan and deposit balances, partially offset by a decline in loan fees, lower loan rates and the impact of lower rates on the margin benefit from deposits. Total noninterest income decreased by $6 million (2.2 percent) due to lower treasury management fees, driven by seasonally higher tax-processing transaction volumes in the second quarter, as well as decreases in foreign exchange revenue, loan syndication and other loan-related fees, partially offset by higher bond underwriting fees, equity investment and trading revenue. Total noninterest expense decreased by $7 million (2.2 percent) driven by lower net shared services costs. The provision for credit losses decreased by $1 million (2.7 percent) due to lower net charge-offs, partly offset by an unfavorable change in the reserve allocation.

Consumer and Small Business Banking delivers products and services through banking offices, telephone servicing and sales, on-line services, direct mail, ATM processing and over mobile devices, such as mobile phones and tablet computers. It encompasses community banking, metropolitan banking, in-store banking, small business banking, consumer lending, mortgage banking, workplace banking, student banking and 24-hour banking. Consumer and Small Business Banking contributed $343 million of the Company’s

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U.S. Bancorp Reports Third Quarter 2013 Results

October 16, 2013

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net income in the third quarter of 2013, a $9 million (2.7 percent) increase over the third quarter of 2012, and a $3 million (.9 percent) decrease from the prior quarter. Within Consumer and Small Business Banking, the retail banking division reported a $104 million increase in its contribution over the same quarter of last year. Retail banking’s total net revenue was 3.2 percent lower than the third quarter of 2012. Net interest income decreased 2.5 percent, primarily due to lower loan rates and the impact of lower rates on the margin benefit from deposits, partially offset by higher average loan and deposit balances and loan fees. Total noninterest income for the retail banking division decreased 4.8 percent from a year ago, principally due to lower retail lease revenue, partially offset by an increase in deposit service charges. Total noninterest expense for the retail banking division in the third quarter of 2013 decreased 2.0 percent from the same quarter of the prior year, largely due to reductions in compensation and employee benefits expense, other intangibles expense, marketing expense and costs associated with other real estate owned, partially offset by higher net shared services expense. The provision for credit losses for the retail banking division decreased 62.9 percent on a year-over-year basis due to lower net charge-offs and a favorable change in the reserve allocation. The contribution of the mortgage banking division was lower by 38.3 percent than the third quarter of 2012 due to a decrease in total net revenue, partially offset by a reduction in total noninterest expense. The division’s 30.8 percent decrease in total net revenue was due to a 37.1 percent decrease in total noninterest income, driven by lower mortgage origination and sales revenue, partially offset by higher servicing income and a favorable change in the valuation of MSRs, net of hedging activities, as well as a 14.1 percent decrease in net interest income, primarily the result of lower average loans held for sale. Total noninterest expense was 25.6 percent lower than the prior year, reflecting a reduction in mortgage servicing review-related professional services costs. The provision for credit losses for the mortgage banking division increased 2.1 percent due to an unfavorable change in the reserve allocation.

Consumer and Small Business Banking’s contribution in the third quarter of 2013 was $3 million (.9 percent) lower than the second quarter of 2013, driven by a decrease in total net revenue, partially offset by lower total noninterest expense and a favorable variance in the provision for credit losses. Within Consumer and Small Business Banking, the retail banking division’s contribution increased 16.6 percent. Total net revenue for the retail banking division increased 1.5 percent over the previous quarter. Net interest income increased modestly (.9 percent) due to higher average loan balances and loan fees, partially offset by lower loan rates and the impact of lower rates on the margin benefit from deposits. Total noninterest income was 2.9 percent higher on a linked quarter basis and was driven by higher deposit service charges, reflecting

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higher transaction volumes, pricing changes and an increase in account fees. Total noninterest expense for the retail banking division was relatively flat on a linked quarter basis, as lower marketing expense and compensation and employee benefits expense, were partially offset by an increase in net shared services costs. The provision for credit losses decreased 15.8 percent on a linked quarter basis due to a favorable change in the reserve allocation and lower net charge-offs. The contribution of the mortgage banking division decreased 16.4 percent from the second quarter of 2013 due to lower total net revenue, partially offset by a decline in total noninterest expense. Total net revenue decreased 12.2 percent due to a .6 percent decline in net interest income and a 17.1 percent decrease in total noninterest income, primarily due to a reduction in mortgage banking revenue, the result of lower origination and sales revenue, partially offset by higher servicing income and a favorable change in the valuation of MSRs, net of hedging activities. Total noninterest expense decreased 9.0 percent, driven by lower compensation and employee benefits expense and costs associated with other real estate owned. The mortgage banking division’s provision for credit losses decreased on a linked quarter basis, principally due to a favorable change in the reserve allocation.

Wealth Management and Securities Services provides private banking, financial advisory services, investment management, retail brokerage services, insurance, trust, custody and fund servicing through five businesses: Wealth Management, Corporate Trust Services, U.S. Bancorp Asset Management, Institutional Trust & Custody and Fund Services. Wealth Management and Securities Services contributed $34 million of the Company’s net income in the third quarter of 2013, compared with $43 million in the third quarter of 2012 and $46 million in the second quarter of 2013. The business line’s contribution was $9 million (20.9 percent) lower than the same quarter of 2012 due to higher total noninterest expense, partially offset by an increase in total net revenue. Total net revenue increased by $21 million (5.7 percent) year-over-year, driven by a $23 million (8.2 percent) increase in total noninterest income, primarily due to the impact of improved market conditions, business expansion and higher investment products fees. Net interest income decreased $2 million (2.3 percent), principally due to the impact of lower rates on the margin benefit from deposits, partially offset by higher average loan and deposit balances. Total noninterest expense increased by $33 million (11.1 percent) as the result of higher compensation and employee benefits expense and an increase in net shared services costs, including the impact of business expansion and higher litigation-related costs. The provision for credit losses increased $2 million (50.0 percent) over the prior year due to an increase in net charge-offs.

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U.S. Bancorp Reports Third Quarter 2013 Results

October 16, 2013

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The business line’s contribution in the third quarter of 2013 was $12 million (26.1 percent) lower than the prior quarter. Total net revenue decreased by $10 million (2.5 percent) on a linked quarter basis, reflecting a decrease in net interest income, principally due to lower average deposit balances, and lower trust and investment management fees, largely due to fee waivers. Total noninterest expense increased $4 million (1.2 percent), primarily as a result of higher litigation-related costs. The provision for credit losses increased $5 million on a linked quarter basis, due to higher net charge-offs.

Payment Services includes consumer and business credit cards, stored-value cards, debit cards, corporate and purchasing card services, consumer lines of credit and merchant processing. Payment Services contributed $318 million of the Company’s net income in the third quarter of 2013, compared with $377 million in the third quarter of 2012 and $320 million in the second quarter of 2013. Total net revenue decreased by $21 million (1.7 percent) year-over-year. Net interest income increased by $11 million (2.9 percent), primarily due to higher average loan balances, improved loan rates and lower rebate costs on the Company’s government card program. Total noninterest income decreased by $32 million (3.7 percent) year-over-year, reflecting a gain on the sale of a credit card portfolio in the third quarter of 2012 and lower corporate payment products revenue due to a reduction in government-related transactions. Offsetting these unfavorable variances were higher credit and debit card revenue, which increased by $31 million (14.6 percent) over the prior year due to higher transaction volumes, including the impact of business expansion, and a $26 million (7.5 percent) increase in merchant processing services revenue, the result of higher product fees and transaction volumes. Total noninterest expense increased by $35 million (7.1 percent) over the third quarter of 2012, primarily due to higher compensation and employee benefits expense, technology and communications expense and net shared services expense, including the impact of business expansion, partially offset by a reduction in other intangibles expense. The provision for credit losses increased by $37 million (27.4 percent), principally due to an unfavorable change in the reserve allocation, partially offset by lower net charge-offs.

Payment Services’ contribution in the third quarter of 2013 declined $2 million (.6 percent), from the second quarter of 2013. Total net revenue was flat on a linked quarter basis. Net interest income increased $6 million (1.6 percent) due to higher average loan balances and rates, partially offset by seasonally higher rebate costs on the Company’s government card program. Total noninterest income declined by $6 million (.7 percent), reflecting a small merchant contract termination gain recorded in the second quarter of 2013, partially offset by an increase in corporate payment products revenue, which reflected seasonally higher

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U.S. Bancorp Reports Third Quarter 2013 Results

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transaction volumes. Total noninterest expense increased by $7 million (1.3 percent) due to higher compensation and employee benefits expense and net shared services costs, partially offset by lower marketing expense. The provision for credit losses was $4 million (2.3 percent) lower on a linked quarter basis due to a decrease in net charge-offs, partially offset by an unfavorable change in the reserve allocation.

Treasury and Corporate Support includes the Company’s investment portfolios, most covered commercial and commercial real estate loans and related other real estate owned, funding, capital management, interest rate risk management, the net effect of transfer pricing related to average balances, income taxes not allocated to business lines, including most tax advantaged investments and the residual aggregate of those expenses associated with corporate activities that are managed on a consolidated basis. Treasury and Corporate Support recorded net income of $440 million in the third quarter of 2013, compared with net income of $394 million in the third quarter of 2012 and net income of $444 million in the second quarter of 2013. Net interest income decreased by $24 million (4.0 percent) from the third quarter of 2012, principally due to lower rates on loans and investment securities, partially offset by lower funding costs. Total noninterest income increased by $33 million over the third quarter of last year, driven by higher equity investment and commercial products revenue. Total noninterest expense decreased by $16 million (6.3 percent), principally reflecting lower litigation-related costs and a reduction in net shared services expense, partially offset by an increase in compensation and employee benefits expense and costs related to investments in tax-advantaged projects. The provision for credit losses was $2 million lower year-over-year, due to a favorable change in the allowance allocation related to acquired loans, partially offset by an increase in net charge-offs.

Net income in the third quarter of 2013 was $4 million (.9 percent) lower on a linked quarter basis, reflecting higher total noninterest expense, offset by a decrease in the provision for credit losses. Total net revenue was flat as a $26 million (4.8 percent) increase in net interest income was offset by a $26 million (28.9 percent) decrease in total noninterest income, which was driven by lower equity investment income. A $26 million (12.1 percent) increase in total noninterest expense primarily reflected higher costs related to investments in tax-advantaged projects. The provision for credit losses was $42 million lower due to a decrease in net charge-offs and a favorable variance in the allowance allocation related to acquired loans.

Additional schedules containing more detailed information about the Company’s business line results are available on the web at usbank.com or by calling Investor Relations at 612-303-0781.

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October 16, 2013

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On Wednesday, October 16, 2013, at 8:30 a.m. (CDT) Richard K. Davis, chairman, president and chief executive officer, and Andrew Cecere, vice chairman and chief financial officer, will host a conference call to review the financial results. The conference call will be available by telephone or on the Internet. A presentation will be used during the call and will be available on the Company’s website at www.usbank.com. To access the conference call from locations within the United States and Canada, please dial 866-316-1409. Participants calling from outside the United States and Canada, please dial 706-634-9086. The conference ID number for all participants is 35696133. For those unable to participate during the live call, a recording of the call will be available approximately two hours after the conference call ends on Wednesday, October 16th, and will run through Wednesday, October 23rd, at 11:00 p.m. (CDT). To access the recorded message within the United States and Canada, dial 855-859-2056. If calling from outside the United States and Canada, please dial 404-537-3406 to access the recording. The conference ID is 35696133. To access the webcast and presentation go to www.usbank.com and click on “About U.S. Bank.” The “Webcasts & Presentations” link can be found under the Investor/Shareholder information heading, which is at the left side of the bottom of the page.

Minneapolis-based U.S. Bancorp (“USB”), with $361 billion in assets as of September 30, 2013, is the parent company of U.S. Bank National Association, the 5th largest commercial bank in the United States. The Company operates 3,088 banking offices in 25 states and 4,937 ATMs and provides a comprehensive line of banking, brokerage, insurance, investment, mortgage, trust and payment services products to consumers, businesses and institutions. Visit U.S. Bancorp on the web at usbank.com.

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U.S. Bancorp Reports Third Quarter 2013 Results

October 16, 2013

Page 27

Forward-Looking Statements

The following information appears in accordance with the Private Securities Litigation Reform Act of 1995:

This press release contains forward-looking statements about U.S. Bancorp. Statements that are not historical or current facts, including statements about beliefs and expectations, are forward-looking statements and are based on the information available to, and assumptions and estimates made by, management as of the date hereof. These forward-looking statements cover, among other things, anticipated future revenue and expenses and the future plans and prospects of U.S. Bancorp. Forward-looking statements involve inherent risks and uncertainties, and important factors could cause actual results to differ materially from those anticipated. Global and domestic economies could fail to recover from the recent economic downturn or could experience another severe contraction, which could adversely affect U.S. Bancorp’s revenues and the values of its assets and liabilities. Global financial markets could experience a recurrence of significant turbulence, which could reduce the availability of funding to certain financial institutions and lead to a tightening of credit, a reduction of business activity, and increased market volatility. Continued stress in the commercial real estate markets, as well as a delay or failure of recovery in the residential real estate markets could cause additional credit losses and deterioration in asset values. In addition, U.S. Bancorp’s business and financial performance is likely to be negatively impacted by recently enacted and future legislation and regulation. U.S. Bancorp’s results could also be adversely affected by deterioration in general business and economic conditions; changes in interest rates; deterioration in the credit quality of its loan portfolios or in the value of the collateral securing those loans; deterioration in the value of securities held in its investment securities portfolio; legal and regulatory developments; increased competition from both banks and non-banks; changes in customer behavior and preferences; effects of mergers and acquisitions and related integration; effects of critical accounting policies and judgments; and management’s ability to effectively manage credit risk, residual value risk, market risk, operational risk, interest rate risk and liquidity risk.

For discussion of these and other risks that may cause actual results to differ from expectations, refer to U.S. Bancorp’s Annual Report on Form 10-K for the year ended December 31, 2012, on file with the Securities and Exchange Commission, including the sections entitled “Risk Factors” and “Corporate Risk Profile” contained in Exhibit 13, and all subsequent filings with the Securities and Exchange Commission under Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934. However, factors other than these also could adversely affect U.S. Bancorp’s results, and the reader should not consider these factors to be a complete set of all potential risks or uncertainties. Forward-looking statements speak only as of the date hereof, and U.S. Bancorp undertakes no obligation to update them in light of new information or future events.

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U.S. Bancorp Reports Third Quarter 2013 Results

October 16, 2013

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Non-GAAP Financial Measures

In addition to capital ratios defined by banking regulators under the FDIC Improvement Act prompt corrective action provisions that are currently effective, the Company considers various other measures when evaluating capital utilization and adequacy, including:

• Tangible common equity to tangible assets,

• Tangible common equity to risk-weighted assets using Basel I definition,

• Tier 1 common equity to risk-weighted assets using Basel I definition,

• Tier 1 common equity to risk-weighted assets estimated using final rules for the Basel III standardized approach released July 2013, and for additional information

• Tier 1 common equity to risk-weighted assets approximated using proposed rules for the Basel III standardized approach released June 2012.

These measures are viewed by management as useful additional methods of reflecting the level of capital available to withstand unexpected market or economic conditions. Additionally, presentation of these measures allows investors, analysts and banking regulators to assess the Company’s capital position relative to other financial services companies. These measures differ from the currently effective capital ratios defined by banking regulations principally in that the numerator excludes trust preferred securities and preferred stock, the nature and extent of which varies among different financial services companies. These measures are not defined in generally accepted accounting principles (“GAAP”) or are not currently effective or defined in federal banking regulations. As a result, these measures disclosed by the Company may be considered non-GAAP financial measures.

There may be limits in the usefulness of these measures to investors. As a result, the Company encourages readers to consider the consolidated financial statements and other financial information contained in this press release in their entirety, and not to rely on any single financial measure. A table follows that shows the Company’s calculation of these non-GAAP financial measures.

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U.S. Bancorp

Consolidated Statement of Income

	Three Months Ended					Nine Months Ended
(Dollars and Shares in Millions, Except Per Share Data)	September 30,					September 30,
(Unaudited)	2013			2012		2013		2012
Interest Income
Loans	$	2,568		$	2,650	$	7,682	$	7,919
Loans held for sale		46			76		172		208
Investment securities		420			438		1,222		1,376
Other interest income		34			63		141		184
Total interest income		3,068			3,227		9,217		9,687
Interest Expense
Deposits		134			172		433		530
Short-term borrowings		98			103		270		353
Long-term debt		178			226		587		786
Total interest expense		410			501		1,290		1,669
Net interest income		2,658			2,726		7,927		8,018
Provision for credit losses		298			488		1,063		1,439
Net interest income after provision for credit losses		2,360			2,238		6,864		6,579
Noninterest Income
Credit and debit card revenue		244			213		702		650
Corporate payment products revenue		192			201		540		566
Merchant processing services		371			345		1,091		1,041
ATM processing services		83			87		248		263
Trust and investment management fees		280			265		842		779
Deposit service charges		180			174		493		483
Treasury management fees		134			135		408		411
Commercial products revenue		207			225		616		652
Mortgage banking revenue		328			519		1,125		1,461
Investment products fees		46			38		133		111
Securities gains (losses), net		(3	)		1		8		(18	)
Other		115			193		412		591
Total noninterest income		2,177			2,396		6,618		6,990
Noninterest Expense
Compensation		1,088			1,109		3,268		3,237
Employee benefits		278			225		865		714
Net occupancy and equipment		240			233		709		683
Professional services		94			144		263		364
Marketing and business development		85			96		254		285
Technology and communications		214			205		639		607
Postage, printing and supplies		76			75		230		226
Other intangibles		55			67		167		208
Other		435			455		1,197		1,446
Total noninterest expense		2,565			2,609		7,592		7,770
Income before income taxes		1,972			2,025		5,890		5,799
Applicable income taxes		542			593		1,629		1,684
Net income		1,430			1,432		4,261		4,115
Net (income) loss attributable to noncontrolling interests		38			42		119		112
Net income attributable to U.S. Bancorp	$	1,468		$	1,474	$	4,380	$	4,227
Net income applicable to U.S. Bancorp common shareholders	$	1,400		$	1,404	$	4,163	$	4,034
Earnings per common share	$	.76		$	.74	$	2.26	$	2.13
Diluted earnings per common share	$	.76		$	.74	$	2.25	$	2.12
Dividends declared per common share	$	.230		$	.195	$	.655	$	.585
Average common shares outstanding		1,832			1,886		1,844		1,892
Average diluted common shares outstanding		1,843			1,897		1,854		1,901

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U.S. Bancorp

Consolidated Ending Balance Sheet

	September 30,			December 31,			September 30,
(Dollars in Millions)	2013			2012			2012
	(Unaudited)						(Unaudited)
Assets
Cash and due from banks	$	11,615		$	8,252		$	9,382
Investment securities
Held-to-maturity		36,904			34,389			34,509
Available-for-sale		39,307			40,139			39,636
Loans held for sale		3,858			7,976			9,879
Loans
Commercial		68,958			66,223			62,910
Commercial real estate		38,678			36,953			36,813
Residential mortgages		50,170			44,018			41,902
Credit card		17,063			17,115			16,402
Other retail		47,114			47,712			47,965
Total loans, excluding covered loans		221,983			212,021			205,992
Covered loans		9,396			11,308			12,158
Total loans		231,379			223,329			218,150
Less allowance for loan losses		(4,258	)		(4,424	)		(4,481	)
Net loans		227,121			218,905			213,669
Premises and equipment		2,608			2,670			2,650
Goodwill		9,173			9,143			8,943
Other intangible assets		3,455			2,706			2,533
Other assets		26,640			29,675			31,052
Total assets	$	360,681		$	353,855		$	352,253
Liabilities and Shareholders’ Equity
Deposits
Noninterest-bearing	$	72,333		$	74,172		$	72,982
Interest-bearing		152,861			145,972			136,583
Time deposits greater than $100,000		36,522			29,039			34,667
Total deposits		261,716			249,183			244,232
Short-term borrowings		26,128			26,302			27,853
Long-term debt		18,750			25,516			26,264
Other liabilities		12,535			12,587			14,079
Total liabilities		319,129			313,588			312,428
Shareholders’ equity
Preferred stock		4,756			4,769			4,769
Common stock		21			21			21
Capital surplus		8,188			8,201			8,186
Retained earnings		37,692			34,720			33,730
Less treasury stock		(9,174	)		(7,790	)		(7,442	)
Accumulated other comprehensive income (loss)		(1,351	)		(923	)		(603	)
Total U.S. Bancorp shareholders’ equity		40,132			38,998			38,661
Noncontrolling interests		1,420			1,269			1,164
Total equity		41,552			40,267			39,825
Total liabilities and equity	$	360,681		$	353,855		$	352,253

Page 30

U.S. Bancorp

Non-GAAP Financial Measures

	September 30,			June 30,			March 31,			December 31,			September 30,
(Dollars in Millions, Unaudited)	2013			2013			2013			2012			2012
Total equity	$	41,552		$	41,050		$	40,847		$	40,267		$	39,825
Preferred stock		(4,756	)		(4,756	)		(4,769	)		(4,769	)		(4,769	)
Noncontrolling interests		(1,420	)		(1,367	)		(1,316	)		(1,269	)		(1,164	)
Goodwill (net of deferred tax liability)		(8,319	)		(8,317	)		(8,333	)		(8,351	)		(8,194	)
Intangible assets, other than mortgage servicing rights		(878	)		(910	)		(963	)		(1,006	)		(980	)
Tangible common equity (a)		26,179			25,700			25,466			24,872			24,718
Tier 1 capital, determined in accordance with prescribed regulatory requirements using Basel I definition		32,707			32,219			31,774			31,203			30,766
Preferred stock		(4,756	)		(4,756	)		(4,769	)		(4,769	)		(4,769	)
Noncontrolling interests, less preferred stock not eligible for Tier 1 capital		(686	)		(685	)		(684	)		(685	)		(685	)
Tier 1 common equity using Basel I definition (b)		27,265			26,778			26,321			25,749			25,312
Tangible common equity (as calculated above)		26,179			25,700
Adjustments (1)		258			195
Tier 1 common equity estimated using final rules for the Basel III standardized approach released July 2013 (c)		26,437			25,895
Tangible common equity (as calculated above)					25,700			25,466			24,872			24,718
Adjustments (2)					(43	)		81			126			157
Tier 1 common equity approximated using proposed rules for the Basel III standardized approach released June 2012 (d)					25,657			25,547			24,998			24,875
Total assets		360,681			353,415			355,447			353,855			352,253
Goodwill (net of deferred tax liability)		(8,319	)		(8,317	)		(8,333	)		(8,351	)		(8,194	)
Intangible assets, other than mortgage servicing rights		(878	)		(910	)		(963	)		(1,006	)		(980	)
Tangible assets (e)		351,484			344,188			346,151			344,498			343,079
Risk-weighted assets, determined in accordance with prescribed regulatory requirements using Basel I definition (f)		293,155	*		289,613
Adjustments (3)		13,473	*		12,476
Risk-weighted assets estimated using final rules for the Basel III standardized approach released July 2013 (g)		306,628	*		302,089
Risk-weighted assets, determined in accordance with prescribed regulatory requirements using Basel I definition (f)					289,613			289,672			287,611			282,033
Adjustments (4)					20,866			21,021			21,233			22,167
Risk-weighted assets approximated using proposed rules for the Basel III standardized approach released June 2012 (h)					310,479			310,693			308,844			304,200
Ratios *
Tangible common equity to tangible assets (a)/(e)		7.4	%		7.5	%		7.4	%		7.2	%		7.2	%
Tangible common equity to risk-weighted assets using Basel I definition (a)/(f)		8.9			8.9			8.8			8.6			8.8
Tier 1 common equity to risk-weighted assets using Basel I definition (b)/(f)		9.3			9.2			9.1			9.0			9.0
Tier 1 common equity to risk-weighted assets estimated using final rules for the Basel III standardized approach released July 2013 (c)/(g)		8.6			8.6			—			—			—
Tier 1 common equity to risk-weighted assets approximated using proposed rules for the Basel III standardized approach released June 2012 (d)/(h)		—			8.3			8.2			8.1			8.2

* Preliminary data. Subject to change prior to filings with applicable regulatory agencies.

(1) Includes net losses on cash flow hedges included in accumulated other comprehensive income and unrealized losses on securities transferred from available-for-sale to held-to-maturity included in accumulated other comprehensive income.

(2) Includes net losses on cash flow hedges included in accumulated other comprehensive income, unrealized losses on securities transferred from available-for-sale to held-to-maturity included in accumulated other comprehensive income and disallowed mortgage servicing rights.

(3) Includes higher risk-weighting for unfunded loan commitments, investment securities and mortgage servicing rights, and other adjustments.

(4) Includes higher risk-weighting for residential mortgages, unfunded loan commitments, investment securities and mortgage servicing rights, and other adjustments.

Page 31

EX-99.2

October 16, 2013

Richard K. Davis

Chairman, President and CEO

Andy Cecere

Vice Chairman and CFO

Exhibit 99.2

U.S. Bancorp

3Q13 Earnings

Conference Call

2

Forward-looking Statements and Additional Information

The

following

information

appears

in

accordance

with

the

Private

Securities

Litigation

Reform

Act

of

1995:

This presentation contains forward-looking statements about U.S. Bancorp.  Statements that are not historical or current facts, including statements

about beliefs and expectations, are forward-looking statements and are based on the information available to, and assumptions and estimates

made

by,

management

as

of

the

date

made.

These

forward-looking

statements

cover,

among

other

things,

anticipated

future

revenue

and

expenses

and

the

future

plans

and

prospects

of

U.S.

Bancorp.

Forward-looking

statements

involve

inherent

risks

and

uncertainties,

and

important

factors could cause actual results to differ materially from those anticipated.  Global and domestic economies could fail to recover from the recent

economic downturn or could experience another severe contraction, which could adversely affect U.S. Bancorp’s revenues and the values of its

assets and liabilities.  Global financial markets could experience a recurrence of significant turbulence, which could reduce the availability of

funding to certain financial institutions and lead to a tightening of credit, a reduction of business activity, and increased market volatility.  Continued

stress in the commercial real estate markets, as well as a delay

or failure of recovery in the residential real estate markets, could cause additional

credit losses and deterioration in asset values.  In addition, U.S. Bancorp’s business and financial performance is likely to be negatively impacted

by recently enacted and future legislation and regulation.  U.S.

Bancorp’s results could also be adversely affected by deterioration in general

business and economic conditions; changes in interest rates; deterioration in the credit quality of its loan portfolios or in the value of the collateral

securing

those

loans;

deterioration

in

the

value

of

securities

held

in

its

investment

securities

portfolio;

legal

and

regulatory

developments;

increased

competition from both banks and non-banks; changes in customer behavior and preferences; effects of mergers and acquisitions and related

integration; effects of critical accounting policies and judgments; and management’s ability to effectively manage credit risk, residual value risk,

market risk, operational risk, interest rate risk and liquidity risk.

For discussion of these and other risks that may cause actual results to differ from expectations, refer to U.S. Bancorp’s Annual Report on       

Form 10-K for the year ended December 31, 2012, on file with the Securities and Exchange Commission, including the sections entitled “Risk

Factors”

and “Corporate Risk Profile”

contained in Exhibit 13, and all subsequent filings with the Securities and Exchange Commission under

Sections 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934. Forward-looking statements speak only as of the date they are made,

and U.S. Bancorp undertakes no obligation to update them in light of new information or future events.

This presentation includes non-GAAP financial measures to describe U.S.

Bancorp’s performance.  The reconciliations of those measures to GAAP

measures

are

provided

within

or

in

the

appendix

of

the

presentation.

These

disclosures

should

not

be

viewed

as

a

substitute

for

operating

results

determined in accordance with GAAP, nor are they necessarily comparable to non-GAAP performance measures that may be presented by other

companies.

3

3Q13 Earnings

Conference Call

3Q13 Highlights

Net income of $1.5 billion; $0.76 per diluted common share

Average loan growth of 5.7% vs. 3Q12 and average loan growth of 1.9%

vs. 2Q13

Strong average deposit growth of 5.5% vs. 3Q12 and 2.0% vs. 2Q13

Net charge-offs declined 16.3% vs. 2Q13

Nonperforming assets declined 2.8% vs. 2Q13 (2.1% excluding covered assets)

Capital generation continues to reinforce capital position

•

Tier 1 common equity ratio estimated at 8.6% using final rules for Basel III 

standardized approach released July 2013

•

Tier 1 common equity ratio of 9.3%; Tier 1 capital ratio of 11.2%

Returned 77% of earnings to shareholders in 3Q13

•

Repurchased 17 million shares of common stock during 3Q13

4

3Q13 Earnings

Conference Call

Performance Ratios

Efficiency ratio computed as noninterest expense divided by the sum of net interest income on a taxable-equivalent

basis and noninterest income excluding securities gains (losses)

net

5

3Q13 Earnings

Conference Call

Taxable-equivalent basis

Revenue Growth

Year-Over-Year Growth

$ in millions

6

3Q13 Earnings

Conference Call

Loan and Deposit Growth

Average Balances

Year-Over-Year Growth

$ in billions

7

3Q13 Earnings

Conference Call

Credit Quality

* Excluding Covered Assets (assets subject to loss sharing agreements with FDIC)  ** Related to a regulatory clarification in the treatment of residential mortgage and other consumer

loans to borrowers who have exited bankruptcy but continue to make payments on their loans  *** Excluding $54 million of incremental charge-offs

$ in millions

8

3Q13 Earnings

Conference Call

Earnings Summary

$ in millions, except per-share data

Taxable-equivalent basis

YTD

YTD

3Q13

2Q13

3Q12

vs 2Q13

vs 3Q12

2013

2012

% B/(W)

Net Interest Income

2,714

$    

2,672

$    

2,783

$    

1.6

(2.5)

8,095

$    

8,186

$    

(1.1)

Noninterest Income

2,177

2,276

2,396

(4.3)

(9.1)

6,618

6,990

(5.3)

Total Revenue

4,891

4,948

5,179

(1.2)

(5.6)

14,713

15,176

(3.1)

Noninterest Expense

2,565

2,557

2,609

(0.3)

1.7

7,592

7,770

2.3

Operating Income

2,326

2,391

2,570

(2.7)

(9.5)

7,121

7,406

(3.8)

Net Charge-offs

328

392

538

16.3

39.0

1,153

1,629

29.2

Excess Provision

(30)

(30)

(50)

--

--

(90)

(190)

--

Income before Taxes

2,028

2,029

2,082

(0.0)

(2.6)

6,058

5,967

1.5

Applicable Income Taxes

598

585

650

(2.2)

8.0

1,797

1,852

3.0

Noncontrolling Interests

38

40

42

(5.0)

(9.5)

119

112

6.3

Net Income

1,468

1,484

1,474

(1.1)

(0.4)

4,380

4,227

3.6

Preferred Dividends/Other

68

79

70

13.9

2.9

217

193

(12.4)

NI to Common

1,400

$    

1,405

$    

1,404

$    

(0.4)

(0.3)

4,163

$    

4,034

$    

3.2

Diluted EPS

0.76

$      

0.76

$      

0.74

$      

-

2.7

2.25

$      

2.12

$      

6.1

Average Diluted Shares

1,843

1,853

1,897

0.5

2.8

1,854

1,901

2.5

% B/(W)

9

3Q13 Earnings

Conference Call

3Q13 Results -

Key Drivers

vs. 3Q12

Net Revenue decline of 5.6%

•

Net interest income decline of 2.5%; net interest margin of 3.43% vs. 3.59% in 3Q12

•

Noninterest income decline of 9.1%

Noninterest expense decline of 1.7%

Provision for credit losses lower by $190 million

•

Net charge-offs lower by $210 million

•

Provision lower than NCOs by $30 million vs. $50 million in 3Q12

vs. 2Q13

Net Revenue decline of 1.2%

•

Net

interest

income

growth

of

1.6%;

net

interest

margin

of

3.43%

vs.

3.43%

in

2Q13

•

Noninterest income decline of 4.3%

Noninterest expense increase of 0.3%

Provision for credit losses lower by $64 million

•

Net charge-offs lower by $64 million

•

Provision lower than NCOs by $30 million vs. $30 million in 2Q13

10

3Q13 Earnings

Conference Call

Capital Position

$ in billions

RWA = risk-weighted assets

3Q13

2Q13

1Q13

4Q12

3Q12

Shareholders' equity

40.1

$   

39.7

$   

39.5

$   

39.0

$   

38.7

$   

Tier 1 capital

32.7

32.2

31.8

31.2

30.8

Total risk-based capital

38.9

38.4

38.1

37.8

37.6

Tier 1 common equity ratio

9.3%

9.2%

9.1%

9.0%

9.0%

Tier 1 capital ratio

11.2%

11.1%

11.0%

10.8%

10.9%

Total risk-based capital ratio

13.3%

13.3%

13.2%

13.1%

13.3%

Leverage ratio

9.6%

9.5%

9.3%

9.2%

9.2%

Tangible common equity ratio

7.4%

7.5%

7.4%

7.2%

7.2%

Tangible common equity as a % of RWA

8.9%

8.9%

8.8%

8.6%

8.8%

Basel III

Tier 1 common equity ratio estimated

using final rules for the Basel III

standardized approach released July 2013

8.6%

8.6%

-

-

-

Tier 1 common equity ratio approximated

using proposed rules for the Basel III

standardized approach released June 2012

-

8.3%

8.2%

8.1%

8.2%

11

3Q13 Earnings

Conference Call

Mortgage Repurchase

Mortgages Repurchased and Make-whole Payments

Mortgage Representation and Warranties Reserve

$ in millions

3Q13

2Q13

1Q13

4Q12

3Q12

Beginning Reserve

$190

$233

$240

$220

$216

Net Realized Losses

(13)

(16)

(23)

(32)

(32)

Change in Reserve

(1)

(27)

16

52

36

Ending Reserve

$176

$190

$233

$240

$220

Mortgages

repurchased

and make-whole

payments

$42

$41

$79

$57

$58

Repurchase activity lower than

peers due to:

•

Conservative credit and

underwriting culture

•

Disciplined origination process -

primarily conforming loans            

( 

95%

sold

to

GSEs)

Do not participate in private

placement securitization market

Outstanding repurchase and

make-whole requests balance      

= $114 million

12

3Q13 Earnings

Conference Call

13

3Q13 Earnings

Conference Call

Appendix

14

3Q13 Earnings

Conference Call

Average Loans

Average Loans

Key Points

$ in billions

vs. 3Q12

Average total loans grew by $12.4 billion, or 5.7%

Average total loans, excluding covered loans,

were higher by 7.5%

Average total commercial loans increased $5.9

billion, or 9.4%; average residential mortgage

loans increased $8.2 billion, or 19.9%

vs. 2Q13

Average total loans grew by $4.2 billion, or 1.9%

Average total loans, excluding covered loans,

were higher by 2.2%

Average total commercial loans increased $1.3

billion, or 2.0%; average residential mortgage

loans increased $2.3 billion, or 4.8%

15

3Q13 Earnings

Conference Call

Average Deposits

Average Deposits

Key Points

$ in billions

vs. 3Q12

Average total deposits increased by $13.1

billion, or 5.5%

Average low cost deposits (NIB, interest

checking, money market and savings) 

increased by $16.0 billion, or 8.5%

vs. 2Q13

Average total deposits increased by $5.0

billion, or 2.0%

Average low cost deposits increased by $2.0

billion, or 1.0%

16

3Q13 Earnings

Conference Call

Net Interest Income

Net Interest Income

Key Points

$ in millions

Taxable-equivalent basis

vs. 3Q12

Average earning assets grew by $6.1 billion,

or 2.0%

Net interest margin lower by 16 bps (3.43%

vs. 3.59%) driven by:

•

Lower rates on investment securities and loans

•

Partially offset by lower rates on deposits and a

reduction in higher cost long-term debt

vs. 2Q13

Average earning assets grew by $3.1 billion,

or 1.0%

Net interest margin flat (3.43% vs. 3.43%)

17

3Q13 Earnings

Conference Call

Noninterest Income

Noninterest Income

Key Points

$ in millions

Payments = credit and debit card revenue, corporate payment products revenue and merchant processing;

Service charges = deposit service charges, treasury management fees and ATM processing services

vs. 3Q12

Noninterest income declined by $219 million, or

9.1%, driven by:

•

Mortgage banking revenue decline of $191 million

•

Higher credit and debit card revenue (14.6% increase), due to

higher transaction volumes including the impact of business

expansion, and higher merchant processing (7.5% increase), due

to an increase in product fees and higher volumes

•

Higher trust and investment management fees (5.7% increase),

due to improved market conditions and business expansion, and

higher investment product fees (21.1% increase), due to higher

sales volumes and fees

•

Lower commercial products revenue (8.0% decline), due to lower

standby letters of credit, foreign exchange, bond underwriting and

syndication fees

•

Lower corporate payments revenue (4.5% decline), mainly due to

lower government-related transactions

•

Lower other income, principally the result of a gain on sale of a

credit card portfolio in 3Q12

vs. 2Q13

Noninterest income declined by $99 million, or 4.3%,

driven by:

•

Mortgage banking revenue decline of $68 million

•

Higher deposit service charges (12.5% increase), due to higher

volumes, pricing changes and an increase in account fees

•

Higher corporate payments revenue (9.1% increase), due to

seasonally higher sales volumes

•

Lower other income, mainly due to lower equity investment and

retail lease revenue

18

3Q13 Earnings

Conference Call

Noninterest Expense

Noninterest Expense

Key Points

$ in millions

vs. 3Q12

Noninterest expense was lower by $44 million, or

1.7%, driven by:

•

Lower professional services expense (34.7% decline), due to

a reduction in mortgage servicing review-related costs

•

Lower compensation expense (1.9% decline), mainly due to

lower incentive expense

•

Lower marketing and business development expense (11.5%

decline), due to the timing of marketing programs

•

Lower other expense, mainly due to a reduction in litigation-

related expense and lower costs associated with OREO,

partially offset by higher costs related to investments in tax-

advantaged projects

•

Higher employee benefits expense (23.6% increase), mainly

due to higher pension and medical costs

vs. 2Q13

Noninterest expense was higher by $8 million, or

0.3%, driven by:

•

Higher other expense, mainly due to higher costs related to

investments in tax-advantaged projects

•

Lower marketing and business development expense (11.5%

decrease), due to the timing of marketing programs

•

Lower compensation expense (0.9% decline), reflecting a

reduction in commission expense and contract labor costs

3Q12

4Q12

1Q13

2Q13

3Q13

Mortgage servicing matters

-

$        

80

$      

-

$        

-

$        

-

$        

Total

-

$        

80

$      

-

$        

-

$        

-

$        

Notable Noninterest Expense Items

19

3Q13 Earnings

Conference Call

Credit Quality

-

Commercial Loans

Average Loans and Net Charge-offs Ratios

Key Statistics

Comments

Strong

new

lending

activity

resulted

in

2.2%

linked

quarter

loan

growth

and

10.9%

year-over-year

growth although utilization rates remained at historically low levels

Net charge-offs continued to improve year-over-year and on a linked quarter basis

Nonperforming loans improved year-over-year and were relatively stable on a linked quarter basis

Early stage delinquencies remained at moderate levels

3Q12

2Q13

3Q13

Average Loans

$56,655

$61,507

$62,856

30-89 Delinquencies

0.29%

0.23%

0.28%

90+ Delinquencies

0.07%

0.10%

0.08%

Nonperforming Loans

0.23%

0.14%

0.16%

$ in millions

20

3Q13 Earnings

Conference Call

Credit Quality

-

Commercial Leases

Average Loans and Net Charge-offs Ratios

Key Statistics

Comments

Net charge-offs have shown considerable improvement year-over-year and on a linked quarter

basis, even excluding a large recovery in 3Q13

Nonperforming loans and early stage delinquencies improved year-over-year and were relatively

stable on a linked quarter basis

3Q12

2Q13

3Q13

Average Loans

$5,537

$5,255

$5,208

30-89 Delinquencies

0.93%

0.74%

0.76%

90+ Delinquencies

0.02%

0.00%

0.00%

Nonperforming Loans

0.35%

0.27%

0.23%

$ in millions

21

3Q13 Earnings

Conference Call

Credit Quality

-

Commercial Real Estate

Average Loans and Net Charge-offs Ratios

Key Statistics

Comments

Average loans increased 1.6% on a linked quarter basis and 5.1% year-over-year

High levels of commercial real estate recoveries, reflecting continued improvement in market conditions

Nonperforming loans continued to decline, down from the peak of 5.36% in 1Q10

3Q12

2Q13

3Q13

Average Loans

$36,630

$37,884

$38,501

30-89 Delinquencies

0.18%

0.23%

0.16%

90+ Delinquencies

0.03%

0.03%

0.02%

Nonperforming Loans

1.71%

1.11%

0.92%

Performing TDRs*

$583

$494

$365

$ in millions

* TDR = troubled debt restructuring

22

3Q13 Earnings

Conference Call

Credit Quality

-

Residential Mortgage

Average Loans and Net Charge-offs Ratios

Key Statistics

Comments

Strong growth in high quality originations (weighted average FICO 760, weighted average LTV 68%) as average

loans increased 4.8% over 2Q13, driven by demand for refinancing

Over 76% of the balances have been originated since the beginning of 2009, the origination quality metrics and

performance to date have significantly outperformed prior vintages with similar seasoning

Net charge-offs continue to decline as housing values improve

3Q12

2Q13

3Q13

Average Loans

$40,969

$46,873

$49,139

30-89 Delinquencies

0.93%

0.78%

0.70%

90+ Delinquencies

0.72%

0.53%

0.53%

Nonperforming Loans

1.81%

1.43%

1.46%

$ in millions

**

Excludes

GNMA

loans,

whose

repayments

are

insured

by

the

FHA

or

guaranteed

by

the

Department

of

VA

($1,915

million

3Q13)

*

Excluding

$22

million

related

to

a

regulatory

clarification

in

the

treatment

of

loans

to

borrowers

who

have

exited

bankruptcy

but

continue

to

make

payments

on

their

loans

23

3Q13 Earnings

Conference Call

3Q12

2Q13

3Q13

Average Loans

$16,551

$16,416

$16,931

30-89 Delinquencies

1.41%

1.17%

1.25%

90+ Delinquencies

1.18%

1.10%

1.11%

Nonperforming Loans

0.99%

0.65%

0.55%

Credit Quality -

Credit Card

Average Loans and Net Charge-offs Ratios

Key Statistics

Comments

Average loans increased 3.1% on a linked quarter basis

Net charge-offs ratio at lowest level since 4Q07 and delinquencies remain near historically low levels

Nonperforming loans have decreased for several consecutive quarters

$ in millions

24

3Q13 Earnings

Conference Call

Credit Quality -

Home Equity

Average Loans and Net Charge-offs Ratios

Key Statistics

Comments

High-quality originations (weighted average FICO on commitments was 765, weighted average

CLTV

69%)

originated

primarily

through

the

retail

branch

network

to

existing

bank

customers

on

their primary residence

Net charge-off ratio declined on a linked quarter basis

3Q12

2Q13

3Q13

Average Loans

$17,329

$15,989

$15,648

30-89 Delinquencies

0.81%

0.74%

0.65%

90+ Delinquencies

0.32%

0.25%

0.25%

Nonperforming Loans

1.05%

1.23%

1.15%

$ in millions

*

Excluding

$26

million

related

to

a

regulatory

clarification

in

the

treatment

of

loans

to

borrowers

who

have

exited

bankruptcy

but

continue

to

make

payments

on

their

loans

25

3Q13 Earnings

Conference Call

Credit Quality -

Retail Leasing

Average Loans and Net Charge-offs Ratios

Key Statistics

Comments

Strong year-over-year growth (7.8%) driven by high-quality originations (weighted average FICO 769)

Delinquencies remain relatively stable at very low levels

Strong used auto values continued to contribute to historically low net charge-offs

3Q12

2Q13

3Q13

Average Loans

$5,256

$5,653

$5,664

30-89 Delinquencies

0.17%

0.14%

0.15%

90+ Delinquencies

0.02%

0.00%

0.02%

Nonperforming Loans

0.02%

0.02%

0.02%

$ in millions

*

Manheim

Used

Vehicle

Value

Index

source:

www.manheimconsulting.com,

January

1995

=

100,

quarter

value

=

average

monthly

ending

value

26

3Q13 Earnings

Conference Call

Credit Quality -

Other Retail

Average Loans and Net Charge-offs Ratios

Key Statistics

Comments

Growth in Auto Loans continue to offset declines in Student Lending loan balances

(see slide 27 for auto loan detail)

Delinquencies and nonperforming loans remain relatively stable and at very low levels

3Q12

2Q13

3Q13

Average Loans

$25,406

$25,224

$25,682

30-89 Delinquencies

0.59%

0.46%

0.48%

90+ Delinquencies

0.16%

0.14%

0.14%

Nonperforming Loans

0.12%

0.11%

0.10%

$ in millions

* Excluding $5 million related to a regulatory clarification in the treatment of loans to borrowers who have exited bankruptcy but continue to make payments on their loans

27

3Q13 Earnings

Conference Call

Credit Quality -

Auto Loans

Average Loans and Net Charge-offs Ratios

Key Statistics

Comments

Continued growth in Auto Loans driven by high-quality originations (Indirect channel weighted

average FICO 756, Direct channel weighted average FICO 747)

Low net charge-offs and delinquencies continue as used vehicle values remain strong

3Q12

2Q13

3Q13

Average Loans

$12,211

$12,575

$12,946

30-89 Delinquencies

0.43%

0.30%

0.30%

90+ Delinquencies

0.06%

0.02%

0.03%

Nonperforming Loans

0.06%

0.02%

0.02%

$ in millions

Auto Loans are included in Other Retail category

28

3Q13 Earnings

Conference Call

Non-GAAP Financial Measures

$ in millions

3Q13

2Q13

1Q13

4Q12

3Q12

Total equity

41,552

$  

41,050

$  

40,847

$  

40,267

$  

39,825

$  

Preferred stock

(4,756)

(4,756)

(4,769)

(4,769)

(4,769)

Noncontrolling interests

(1,420)

(1,367)

(1,316)

(1,269)

(1,164)

Goodwill (net of deferred tax liability)

(8,319)

(8,317)

(8,333)

(8,351)

(8,194)

Intangible assets, other than mortgage servicing rights

(878)

(910)

(963)

(1,006)

(980)

Tangible common equity (a)

26,179

25,700

25,466

24,872

24,718

Tier 1 capital, determined in accordance with prescribed

regulatory requirements using Basel I definition

32,707

32,219

31,774

31,203

30,766

Preferred stock

(4,756)

(4,756)

(4,769)

(4,769)

(4,769)

Noncontrolling interests, less preferred stock not eligible for Tier 1 capital

(686)

(685)

(684)

(685)

(685)

Tier 1 common equity using Basel I definition (b)

27,265

26,778

26,321

25,749

25,312

Tangible common equity (as calculated above)

26,179

25,700

Adjustments

1

258

195

Tier 1 common equity estimated using final rules for the

Basel III standardized approach released July 2013 (c)

26,437

25,895

Tangible common equity (as calculated above)

25,700

25,466

24,872

24,718

Adjustments

2

(43)

81

126

157

Tier 1 common equity approximated using proposed rules for the

Basel III standardized approach released June 2012 (d)

25,657

25,547

24,998

24,875

1

Includes net losses on cash flow hedges included in accumulated other comprehensive income and unrealized losses on securities transferred from available-for-sale

to held-to-maturity included in accumulated other comprehensive income

2

Includes net losses on cash flow hedges included in accumulated other comprehensive income, unrealized losses on securities transferred from available-for-sale

to held-to-maturity included in accumulated other comprehensive income and disallowed mortgage servicing rights

29

3Q13 Earnings

Conference Call

Non-GAAP Financial Measures

$ in millions

3Q13

2Q13

1Q13

4Q12

3Q12

Total assets

360,681

$

353,415

$

355,447

$

353,855

$

352,253

$

Goodwill (net of deferred tax liability)

(8,319)

(8,317)

(8,333)

(8,351)

(8,194)

Intangible assets, other than mortgage servicing rights

(878)

(910)

(963)

(1,006)

(980)

Tangible assets (e)

351,484

344,188

346,151

344,498

343,079

Risk-weighted assets, determined in accordance with prescribed

regulatory requirements using Basel I definition (f)

293,155

289,613

Adjustments

3

13,473

12,476

Risk-weighted assets estimated using final rules for the

Basel III standardized approach released July 2013 (g)

306,628

302,089

Risk-weighted assets, determined in accordance with prescribed

regulatory requirements using Basel I definition (f)

289,613

289,672

287,611

282,033

Adjustments

4

20,866

21,021

21,233

22,167

Risk-weighted assets approximated using proposed rules for the

Basel III standardized approach released June 2012 (h)

310,479

310,693

308,844

304,200

Ratios

Tangible common equity to tangible assets (a)/(e)

7.4%

7.5%

7.4%

7.2%

7.2%

Tangible common equity to risk-weighted assets using Basel I definition (a)/(f)

8.9%

8.9%

8.8%

8.6%

8.8%

Tier 1 common equity to risk-weighted assets using Basel I definition (b)/(f)

9.3%

9.2%

9.1%

9.0%

9.0%

Tier 1 common equity to risk-weighted assets estimated using final rules

for the Basel III standardized approach released July 2013 (c)/(g)

8.6%

8.6%

-

-

-

Tier 1 common equity to risk-weighted assets approximated using proposed

rules for the Basel III standardized approach released June 2012

(d)/(h)

-

8.3%

8.2%

8.1%

8.2%

3Q13

risk-weighted

assets

are

preliminary

data,

subject

to

change

prior

to

filings

with

applicable

regulatory

agencies

3

Includes higher risk-weighting for unfunded loan commitments, investment securities and mortgage servicing rights, and other adjustments

4

Includes higher risk-weighting for residential mortgages, unfunded loan commitments, investment securities and mortgage servicing rights, and other adjustments

October 16, 2013

U.S. Bancorp

3Q13 Earnings

Conference Call