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[LOGO]
SUPPLEMENT
dated September 22, 1997
to
Prospectus Supplement
dated July 6, 1995
$750,000,000,000
U.S. BANCORP
(Minneapolis, Minnesota)
(formerly First Bank System, Inc.)
MEDIUM-TERM NOTES, SERIES H (SENIOR)
MEDIUM-TERM NOTES, SERIES I (SUBORDINATED)
___________________________________________
Due 9 Months or More from Date of Issue
___________________________________________
The information in this Supplement supersedes the information set forth
under the caption "First Bank System, Inc." in the Prospectus dated May 26,
1995, as supplemented by the Prospectus Supplement dated July 6, 1995.
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U.S. BANCORP
On August 1, 1997, First Bank System, Inc. ("FBS") completed its previously
announced acquisition of U.S. Bancorp of Portland, Oregon. FBS exchanged .755
shares of its common stock for each share of U.S. Bancorp common stock and
changed it name to U.S. Bancorp ("USB"). The transaction was accounted for as a
pooling-of-interests.
USB, is a regional, multi-state bank holding company headquartered in
Minneapolis, Minnesota. USB is comprised of 5 banks and other financial
companies with 995 branches in 17 contiguous states from Illinois to Washington.
USBC also has various nonbank subsidiaries engaged in financial services.
USB's subsidiary banks provide banking services to both domestic and foreign
customers and correspondent banks. These services include consumer banking,
commercial lending financing of import/export trade, foreign exchange, and
investment services. USB through its subsidiaries also provides services in
trust, commercial and agricultural finance, data processing, leasing and
brokerage services. As of March 31, 1997, on a pro forma combined basis, USB
and its consolidated subsidiaries had consolidated assets of $70 billion,
consolidated deposits of $49 billion, and shareholders' equity of $5 billion.
USB was incorporated in Delaware in 1929 and has functioned as a multi-bank
holding company since that time. Its principal executive offices are located at
601 Second Avenue South, Minneapolis, Minnesota 55402-4302, telephone
(612) 973-1111.
