ManpowerGroup Inc. — Director's Dealing 2012

Feb 21, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MANPOWER INC /WI/ (MAN)
CIK: 0000871763
Period of Report: 2012-02-17

Reporting Person: PRISING JONAS (Exec VP US and Canadian Oper)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-17	Common Stock	M	3145	—	Acquired	5645.8624	Direct
2012-02-17	Common Stock	F	1076	$45.50	Disposed	4569.8624	Direct
2012-02-17	Common Stock	G	2069	$0.00	Disposed	2500.8624	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-17	Restricted Stock Units	$	M	3145	Disposed	2012-02-17	Common Stock (3145)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	27355	Indirect

Footnotes

F1: These restricted stock units were settled in shares of Manpower common stock on a 1 for 1 basis upon vesting.

F2: Stock withheld by Issuer to satisfy tax withholding obligations on shares acquired on February 17, 2012 in settlement of restricted stock units.

F3: Represents the opening price on the New York Stock Exchange on February 17, 2012.

F4: Gift of shares to revocable trust.