FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person *   Chapin Bradley D 2. Date of Event Requiring Statement (Month/Day/Year) 10/20/2010 3. Issuer Name and Ticker or Trading Symbol MARSHALL & ILSLEY CORP [MI] (Last) (First) (Middle) 770 N. WATER ST. 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Senior Vice President 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) MILWAUKEE, WI 53202 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Beneficially Owned

1.Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5) Common Stock 10,444 (1) D   Common Stock 15,503.2046 (2) I By Deferred Compensation Plan Common Stock 23,499.3597 I By Retirement Plan Common Stock 23.1374 I By Child

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.			SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	  (3)	12/20/2011	Common Stock	8,017	$ 23.911	D	Â
Stock Option (Right to Buy)	  (4)	10/25/2012	Common Stock	12,026	$ 21.3665	D	Â
Stock Option (Right to Buy)	  (5)	10/27/2013	Common Stock	10,022	$ 26.0364	D	Â
Stock Option (Right to Buy)	  (6)	10/27/2014	Common Stock	16,034	$ 31.3949	D	Â
Stock Option (Right to Buy)	  (7)	10/28/2015	Common Stock	16,034	$ 32.046	D	Â
Stock Option (Right to Buy)	  (8)	10/30/2016	Common Stock	14,431	$ 35.975	D	Â
Stock Option (Right to Buy)	  (9)	10/19/2017	Common Stock	14,431	$ 31.4024	D	Â
Stock Option (Right to Buy)	10/29/2009(10)	10/29/2018	Common Stock	16,600	$ 18.66	D	Â
Stock Option (Right to Buy)	  (11)	11/05/2019	Common Stock	22,000	$ 5.21	D	Â

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Chapin Bradley D 770 N. WATER ST. MILWAUKEE, WI 53202	Â	Â	  Senior Vice President	Â

Signatures

/s/ Jodi W. Rosenthal, attorney-in-fact for Mr. Chapin		10/25/2010
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 5(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).
(1)	2,994 of these shares were acquired as stock salary by the Reporting Person. The shares were fully vested at the time of grant, but are subject to transfer restrictions. One third of each of the respective stock salary shares will be released from the transfer restrictions on calendar year quarter end depending upon the respective grant dates. For more information, please see the Current Report on Form 8-K filed by the Company on December 29, 2009.
(2)	13,753 of these shares were acquired as grants of restricted stock and are subject to the Reporting Person's continued employment with the Company and subject to accelerated vesting upon the death of the Reporting Person. These shares will be fully vested on the third anniversary of the date of grant for each respective award. However, as long as the Company is a "TARP recipient," as defined under the Interim Final Rules, these awards may become transferable only in 25% increments at the time of the Company's repayment of 25%, 50%, 75% and 100%, respectively, of the financial assistance it received under the U.S. Treasury's Capital Purchase Program, or as may be required to satisfy tax obligations incurred in connection with the vesting of the restricted shares.
(3)	Vests in three equal installments commencing on the first anniversary of the original grant date of 12/20/2001.
(4)	Vests in three equal installments commencing on the first anniversary of the original grant date of 10/25/2002.
(5)	Vests in three equal installments commencing on the first anniversary of the original grant date of 10/27/2003.
(6)	Vests in three equal installments commencing on the first anniversary of the original grant date of 10/27/2004.
(7)	Vests in three equal installments commencing on the first anniversary of the original grant date of 10/28/2005.
(8)	Vests in three equal installments commencing on the first anniversary of the original grant date of 10/30/2006.
(9)	Vests in three equal installments commencing on the first anniversary of the original grant date of 10/19/2007.
(10)	Vests in three equal annual installments commencing on 10/29/2009.
(11)	Vests annually in three equal installments commencing on the first anniversary of the original grant date of 11/05/2009.

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