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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN 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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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Deferred Stock | (3) | 04/01/2007 | D(1) | 996 | (3) | (3) | Common Stock | 996 | $ 75.67 (4) | 163 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Boswell Gina 1255 AVENUE OF THE AMERICAS NEW YORK, NY 10105 |
X | |||
| Jeffrey A. Joerres (pursuant to Power of Attorney previously filed) | 04/03/2007 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | As permitted under the Terms and Conditions (Amended and Restated Effective January 1, 2006), within 10 days of the date the reporting person became a director on February 14, 2007, the reporting person elected to receive a grant of restricted stock on April 1, 2007 for the 2007 year attributable to the services she will perform for Manpower in the three calendar quarters of 2007 beginning on April 1, 2007. The restricted stock will vest in three equal installments on the last day of each calendar quarter in 2007. As required under the Terms and Conditions (Amended and Restated Effective January 1, 2006), the current restricted stock grant replaces 996 shares of the annual deferred stock grant that was previously reported on the Form 4 filed for the reporting person on February 16, 2007. |
| (2) | Represents the Closing Price on the New York Stock Exchange on March 30, 2007. |
| (3) | The shares of deferred stock would have vested in quarterly installments on the last day of each calendar quarter during 2007 and would have been settled in shares of Manpower common stock on a 1 for 1 basis on the earlier of February 14, 2010 or within 30 days after the reporting person's termination of service as a director, except as otherwise provided in the Terms and Conditions (Amended and Restated Effective January 1, 2006). |
| (4) | Represents the Closing Price on the New York Stock Exchange on February 13, 2007. |