f8kuhcoffercompltn081909cov.htm - Generated by SEC Publisher for SEC Filing

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 and Exchange Act of 1934

Date of Report: August 19, 2009
(Date of earliest event reported)

Umpqua Holdings Corporation
(Exact Name of Registrant as Specified in Its Charter)

OREGON  000-25597  93-1261319 
(State or Other Jurisdiction of  (Commission File  (I.R.S. Employer 
Incorporation or Organization)  Number)  Identification Number) 

One SW Columbia, Suite 1200
Portland, Oregon 97258
(address of Principal Executive Offices) (Zip Code)

(503) 727-4100
(Registrant's Telephone Number, Including Area Code)

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 8.01    Other Events

On August 19, 2009, Umpqua Holdings Corporation announced the completion of a previously announced public offering by issuing 26,538,461 shares of common stock, including 3,461,538 shares pursuant to the underwriters’ over-allotment option, at a price of $9.75 per share. The net proceeds to Umpqua after deducting underwriting discounts and commissions and estimated offering expenses are expected to be approximately $245.6 million. A copy of the press release announcing the completion of the offering is attached as Exhibit 99.1.

Item 9.01    Financial Statements and Exhibits.

(a)  Not applicable. 
(b)  Not applicable. 
(c)  Not applicable. 
(d)  Exhibits. 
         99.1 Press Release 

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.

    UMPQUA HOLDINGS CORPORATION 
    (Registrant) 
 
Dated:  August 19, 2009  By: /s/ Kenneth E. Roberts 
               Kenneth E. Roberts 
               Assistant Secretary