ManpowerGroup Inc. — Director's Dealing 2012

Feb 17, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MANPOWER INC /WI/ (MAN)
CIK: 0000871763
Period of Report: 2012-02-15

Reporting Person: Gri Francoise (EVP/President Southern Europe)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-02-15	Common Stock	A	10980	$0.00	Acquired	18821	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-02-15	Restricted Stock Units	$0.00	A	4910	Acquired		Common Stock (4910)	Direct

Footnotes

F1: Shares acquired in settlement of performance share units (which were not derivative securities) received under the Manpower Inc. 2033 Equity Incentive Plan (the "2003 Plan"), exempt under Rule 16b-3.

F2: Award of restricted stock units under the 2011 Equity Incentive Plan of Manpower Inc. The restricted stock units will vest 100% on February 15, 2015 and will be settled in shares of ManpowerGroup common stock on a 1 for 1 basis upon vesting.