On December 5, 2012, the United States Department of the Treasury (the "Treasury") closed an underwritten secondary public offering (the "Warrant Offering") of 5,789,909 warrants (the "Warrants"), each representing the right to purchase one share of common stock, without par value, of Zions Bancorporation (the "Company"). The Warrants have an exercise price of $36.27 per share and expire on November 14, 2018. In connection with the Warrant Offering, the Company entered into an underwriting agreement, dated November 29, 2012 (the "Underwriting Agreement"), among the Company, the Treasury and Deutsche Bank Securities Inc. as the underwriter. The Warrants have been approved for listing on the Nasdaq Global Select Market under the symbol "ZIONZ."

The public offering price and the allocation of the Warrants in the Warrant Offering were determined by an auction process. The public offering price of the Warrants was equal to $1.35 per warrant. The Company did not receive any of the proceeds of the Warrant Offering.

Also in connection with the Warrant Offering, the Company entered into a warrant agreement (the "Warrant Agreement"), dated as of November 29, 2012, with Zions First National Bank, as warrant agent. Additionally, the Company and certain of its officers and directors have agreed to enter into 45-day "lock-up" agreements in substantially the form included in the Underwriting Agreement and subject to customary exceptions.

The Warrant Offering described in this Current Report on Form 8-K is more fully described in a prospectus supplement filed with the Securities and Exchange Commission (the "Commission") on November 29, 2012, supplementing the prospectus dated April 4, 2011, as filed with the Commission as part of the Company's Registration Statement on Form S-3 (File No. 333-173299). The foregoing descriptions of the Underwriting Agreement and the Warrant Agreement do not purport to be complete and are qualified in their entirety by reference to Exhibits 1.1 and 4.1, respectively.

The underwriter and its affiliates have, from time to time, provided, and may in the future provide, various investment banking and financial advisory services to the Company, for which it received or will receive customary fees and expenses.

Exhibits 1.1, 4.1, 4.2, 5.1 and 5.2 to this Current Report on Form 8-K are filed herewith in connection with the Company's Registration Statement on Form S-3 (File No. 333-173299) and are incorporated herein by reference.

The following exhibits are being filed as part of this Report on Form 8-K:

 1.1    Underwriting Agreement for 5,789,909 Warrants, dated November 29, 2012,
        among Zions Bancorporation, United States Department of the Treasury, and
        Deutsche Bank Securities Inc.

 4.1    Warrant Agreement for 5,789,909 Warrants, dated as of November 29, 2012,
        between Zions Bancorporation and Zions First National Bank (incorporated
        herein by reference to Exhibit 4.1 of Zions Bancorporation's Form 8-A for
        the Warrants filed on November 30, 2012).

 4.2    Specimen Warrant for 5,789,909 Warrants (incorporated herein by reference
        to Exhibit 4.2 of Zions Bancorporation's Form 8-A for the Warrants filed
        on November 30, 2012).

 5.1    Opinion of Sullivan & Cromwell LLP.

 5.2    Opinion of Callister Nebeker & McCullough.

23.1    Consent of Sullivan & Cromwell LLP (included in Exhibit 5.1).

23.2    Consent of Callister Nebeker & McCullough (included in Exhibit 5.2).