SEC Form 4

FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* MURPHY PAUL B JR (Last) (First) (Middle) ONE SOUTH MAIN, SUITE 1134 (Street) SALT LAKE CITY UT 84111 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol ZIONS BANCORPORATION /UT/ [ ZION ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) CEO of Subsidiary Bank
	3. Date of Earliest Transaction (Month/Day/Year) 12/03/2005
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	12/03/2005		A		201,502	A	(1)	201,502	D
Common Stock	12/03/2005		A		82,708	A	(2)	284,210	D
Common Stock	12/03/2005		A		15,202	A	(3)	15,202	I	By 401(K) Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	$13.16	12/03/2005		A(4)		1,034		12/03/2005	03/31/2006	Common Stock	1,034	$0	1,034	D
Stock Option (right to buy)	$13.16	12/03/2005		A(4)		5,393		12/03/2005	11/19/2006	Common Stock	5,393	$0	5,393	D
Stock Option (right to buy)	$24.53	12/03/2005		A(4)		19,850		12/03/2005	01/02/2008	Common Stock	19,850	$0	19,850	D
Stock Option (right to buy)	$28.6	12/03/2005		A(4)		940		12/03/2005	01/04/2009	Common Stock	940	$0	940	D
Stock Option (right to buy)	$31.59	12/03/2005		A(4)		940		12/03/2005	01/01/2010	Common Stock	940	$0	940	D
Stock Option (right to buy)	$30.95	12/03/2005		A(4)		14,112		12/03/2005	04/27/2010	Common Stock	14,112	$0	14,112	D
Stock Option (right to buy)	$64.18	12/03/2005		A(4)		846		12/03/2005	01/02/2011	Common Stock	846	$0	846	D
Stock Option (right to buy)	$43.31	12/03/2005		A(4)		12,544		12/03/2005	03/13/2011	Common Stock	12,544	$0	12,544	D
Stock Option (right to buy)	$48.57	12/03/2005		A(4)		1,128		12/03/2005	01/02/2012	Common Stock	1,128	$0	1,128	D
Stock Option (right to buy)	$43.32	12/03/2005		A(4)		12,544		12/03/2005	02/06/2012	Common Stock	12,544	$0	12,544	D
Stock Option (right to buy)	$51.14	12/03/2005		A(4)		31,360		12/03/2005	06/04/2012	Common Stock	31,360	$0	31,360	D
Stock Option (right to buy)	$75.85	12/03/2005		A		24,000		12/03/2006(5)	12/02/2012	Common Stock	24,000	$0	24,000	D
Stock Option (right to buy)	$46.37	12/03/2005		A(4)		564		12/03/2005	01/02/2013	Common Stock	564	$0	564	D
Stock Option (right to buy)	$48.67	12/03/2005		A(4)		9,408		12/03/2005	06/25/2013	Common Stock	9,408	$0	9,408	D
Stock Option (right to buy)	$67.91	12/03/2005		A(4)		14,112		12/03/2005	06/25/2014	Common Stock	14,112	$0	14,112	D
Stock Option (right to buy)	$58.26	12/03/2005		A(4)		16,620		12/03/2005	05/18/2015	Common Stock	16,620	$0	16,620	D

Explanation of Responses:

1. Pursuant to the Agreement and Plan of Merger, dated as of July 5, 2005, (the ''Merger Agreement''), between Zions Bancorporation (''Zions''), Independence Merger Company, Inc. and Amegy Bancorporation, Inc. ("Amegy''), at the effective time of the merger on December 3, 2005, each outstanding share of Amegy common stock was converted into the right to receive either .3136 shares of Zions common stock or $23.88 in cash, at each shareholder's election and subject to proration as described in the Merger Agreement. The amounts of Zions common stock received by the reporting person in consideration for his 201,502 shares of Amegy common stock have not yet been determined and will be reported by an amendment to this Form 4.

2. Pursuant to the Merger Agreement, at the effective time of the merger on December 3, 2005, each outstanding share of restricted Amegy common stock was converted into .3136 shares of Zions common stock, subject to the same terms and conditions. The amounts of restricted Zions common stock received by the reporting person in consideration of his shares of restricted Amegy common stock have not yet been determined and will be reported by an amendment to this Form 4.

3. Pursuant to the Merger Agreement, at the effective time of the merger on December 3, 2005, each outstanding share of Amegy common stock held in the Amegy Bank 401(k) Savings Plan (the "Plan") was converted into the right to receive either .3136 shares of Zions common stock or $23.88 in cash, at the Plan's election and subject to proration as described in the Merger Agreement. Prior the the effective time of the merger the reporting persion indirectly owned 15,202 shares of Amegy common stock through the Plan. The amounts of Zions common stock indirectly owned by the reporting person through the Plan have not yet been determined and will be reported by an amendment to this Form 4.

4. Pursuant to the Merger Agreement, at the effective time of the merger on December 3, 2005, each outstanding option to purchase Amegy common stock was converted into an option to purchase Zions common stock on the same terms, except that the number of options was adjusted by multiplying the number of Amegy options by .3136 and the exercise price was adjusted by dividing the Amegy exercise price by .3136.

5. Options granted under the Zions Bancorporation 2005 Stock Option and Incentive Plan. Options vest 50% for one year and 25% for second and third years.

	/s/Thomas E. Laursen as attorney in fact	12/06/2005
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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