MARSHALL & ILSLEY CORPORATION



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 Exchange Act of 1934


Date of Report (Date of earliest event reported):  May 8, 2006



MARSHALL & ILSLEY CORPORATION

(Exact name of registrant as specified in its charter)



           Wisconsin              

    1-15403    

      39-0968604      

(State or other jurisdiction
of incorporation)

(Commission
File Number)

(IRS Employer
Identification No.)


770 North Water Street
            Milwaukee, Wisconsin             

 


   53202   

(Address of principal executive offices)

 

(Zip Code)

   


Registrant’s telephone number, including area code:  (414) 765-7801


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 5.02.

Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

On May 8, 2006, Marshall & Ilsley Corporation (the “Company”) issued a press release announcing that Gregory A. Smith will join the Company as its Senior Vice President and Chief Financial Officer in June 2006.  Mr. Smith, age 42, has been Managing Director, Investment Banking for Midwest Financial Institutions at Credit Suisse First Boston since 2004.  From 2000 to 2004, Mr. Smith was Managing Director, Investment Banking for Midwest Depository Institutions at UBS Investment Bank.  A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Further information regarding the terms of Mr. Smith’s employment arrangements with the Company is unavailable at the time of this filing and will be included in an amendment to this Form 8-K at such time as the information becomes available.


Item 9.01.  Financial Statements and Exhibits.

Exhibit No.

Description

  

99.1

Press Release dated May 8, 2006




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.

Dated:  May 8, 2006

MARSHALL & ILSLEY CORPORATION

  
  
 

By: /s/ Randall J. Erickson                                 

 

Randall J. Erickson

Senior Vice President, General Counsel and

Secretary







EXHIBIT INDEX



Exhibit No.

Description

  

99.1

Press Release dated May 8, 2006