Prospectus excerpt:  Zions Bancorporation is offering to sell 5,048,846 depositary shares, each representing a 1/40th ownership interest in a share of Series H Fixed-Rate Non-Cumulative Perpetual Preferred Stock, with a liquidation preference of $1,000 per share (equivalent to $25 per depositary share) (the ÙSeries H Preferred Stockˆ). The depositary shares are represented by depositary receipts. As a holder of depositary shares, you will be entitled to all proportional rights and preferences of the Series H Preferred Stock (including dividend, voting, redemption and liquidation rights). You must exercise such rights through the depositary.

Dividends on the Series H Preferred Stock will be payable quarterly in arrears when, as and if declared by our board of directors or a duly authorized committee of the board at a rate per annum equal to 5.75%. The dividend payment dates will be the 15th day of March, June, September and December, commencing on June 15, 2013, or the next business day if any such date is not a business day.

Dividends on the Series H Preferred Stock will be non-cumulative. If our board of directors or a duly authorized committee of the board does not declare a dividend on the Series H Preferred Stock for any dividend period, such dividend will not accrue or be payable, and we will have no obligation to pay dividends for such dividend period, whether or not dividends on the Series H Preferred Stock are declared for any future dividend period.

The Series H Preferred Stock may be redeemed in whole or in part, on and after June 15, 2019. The Series H Preferred Stock may be redeemed in whole, but not in part, prior to June 15, 2019, upon the occurrence of a Ùregulatory capital treatment event,ˆ as described herein. The Series H Preferred Stock will not have any voting rights, except as set forth under ÙDescription of Series H Preferred Stock?Voting Rightsˆ on page S-31.

We expect the depositary shares to be approved for listing on the New York Stock Exchange, subject to official notice of issuance, under the symbol ÙZBPRH.ˆ

The public offering price for the depositary shares will be equal to the liquidation preference per depositary share, or $25. The number of depositary shares to be sold, the dividend rate for the depositary shares and the allocation of the depositary shares in this offering will be determined by an online auction process. During the auction period, potential bidders will be able to place bids for the dividend rate for the depositary shares at or above a minimum dividend rate of 5.75% per depositary share (in increments of 0.05%) and up to and including the maximum dividend rate of 6.15% per depositary share. Bids below the minimum dividend rate or above the maximum dividend rate will not be accepted. The minimum size for any bid is one depositary share (equivalent to $25 liquidation preference). There is no maximum bid size. The number of depositary shares to be sold in this offering, which we refer to as the auction amount, will be determined by the auction process as described under ÙThe Auction Process?Auction Amountˆ beginning on page S-47, but in no event will the auction amount be less than 2,000,000 depositary shares ($50,000,000 aggregate liquidation preference), which we refer to as the minimum auction amount, or more than 4,000,000 depositary shares ($100,000,000 aggregate liquidation preference), which we refer to as the maximum auction amount. If we decide to sell depositary shares in this offering, the dividend rate to be paid on the depositary shares will equal the market-clearing dividend rate. The market-clearing dividend rate will be equal to the lowest dividend rate at which 100% of the auction amount can be sold in the auction. If the number of depositary shares for which valid bids are received is less than the minimum auction amount, then the offering will be cancelled and we will not issue any depositary shares in this offering. Even if bids are received for the maximum auction amount, we may decide not to sell any depositary shares, regardless of the market-clearing dividend rate set in the auction process. The method for submitting bids and a more detailed description of this auction process are described in ÙThe Auction Processˆ in this prospectus supplement.

Notwithstanding the maximum auction amount, Zions reserves the right to sell, concurrently with the issuance of depositary shares pursuant to the auction and in its sole discretion, additional depositary shares outside of the auction, as part of the same series and having the same terms, at the public offering price equal to the liquidation preference per depositary share, or $25. Of the 5,048,846 depositary shares to be sold in the offering, 4,000,000 depositary shares ($100,000,000 aggregate liquidation preference) were sold pursuant to the auction, and 1,048,846 depositary shares ($26,221,150 aggregate liquidation preference) were sold outside of the auction.