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form_8k.htm

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): October 20, 2010

MANPOWER INC.

(Exact name of registrant as specified in its charter)

Wisconsin	1-10686	39-1672779
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

100 Manpower Place
Milwaukee, Wisconsin	53212
(Address of principal executive offices)	(Zip Code)

Registrant's telephone number, including area code: (414) 961-1000

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 Securities 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 2.02 Results of Operations and Financial Condition

On October 20, 2010, we issued a press release announcing our results of operations for the three- and nine- month periods ended September 30, 2010. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Exhibits.

Exhibit No.	Description
99.1	Press Release dated October 20, 2010
99.2	Presentation materials for October 20, 2010 conference call

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.

		MANPOWER INC.

Dated: October 20, 2010	By:	/s/ Michael J. Van Handel
		Michael J. Van Handel Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press Release dated October 20, 2010
99.2	Presentation materials for October 20, 2010 conference call

exhibit_99-1.htm

Exhibit 99.1

FOR IMMEDIATE RELEASE Contact:

Mike Van Handel

Manpower Inc.

+1.414.906.6305

michael.vanhandel@manpower.com

Manpower Inc. Reports 3rd Quarter 2010 Results

MILWAUKEE, WI, USA, October 20, 2010 – Manpower Inc. (NYSE: MAN) today reported that earnings per diluted share for the three months ended September 30, 2010 were 62 cents compared to a loss of 67 cents in the prior year period. Revenues for the third quarter were $5.0 billion, an increase of 19 percent from the year earlier period, or an increase of 24 percent in constant currency.

Third quarter results were unfavorably impacted by 3 cents per diluted share as foreign currencies were relatively weaker compared to the third quarter of 2009.

Third quarter 2009 results include a loss on the sale of an equity investment and a goodwill impairment charge totaling $71.3 million ($66.3 million after tax) or 84 cents per diluted share. Also included in third quarter 2009 results is a $7.5 million ($4.6 million after tax) or 6 cents per diluted share charge related to the repayment of our revolver borrowings and the extinguishment of an interest rate swap agreement. Excluding these charges, third quarter 2009 net earnings would have been $18.1 million, or 23 cents per diluted share.

Jeffrey A. Joerres, Manpower Inc. Chairman and Chief Executive Officer, said, “Our team around the world did an outstanding job in the third quarter. We were able to sustain our growth from the second quarter and substantially improve our operating margin. We continue to benefit from our office network and strong portfolio of offerings.

“The U.S., Germany and the U.K. did particularly well, as did the emerging markets. The trends continue to be strong for our industry, and we continue to hear and experience encouraging signs from our clients.

“We are anticipating the fourth quarter of 2010 diluted earnings per share to be in the range of $.54 to $.62, which includes an estimated negative currency impact of 2 cents. This is before expected reorganization charges related to Right Management and Jefferson Wells of 15 to 20 cents per share,” Joerres stated.

Earnings per diluted share for the nine months ended September 30, 2010 were $1.06 compared to a loss of 49 cents per diluted share in 2009. Net earnings were $86.8 million compared to a loss of $38.3 million in the prior year. Revenues for the nine-month period were $13.7 billion, an increase of 18 percent from the prior year. Foreign currency exchange rates had an unfavorable impact of 1 cent for the nine-month period.

Earnings per diluted share for the nine month period in 2009 include the loss on the sale of the equity investment and goodwill impairment charge totaling 84 cents, the charge of 6 cents related to the repayment of our revolver borrowings and extinguishment of an interest rate swap, and the first and second quarter reorganization charges totaling 17 cents.

In conjunction with its third quarter earnings release, Manpower will broadcast its conference call live over the Internet on October 20, 2010 at 7:30 a.m. CDT (8:30 a.m. EDT). Interested parties are invited to listen to the webcast and view the presentation by logging on to http://investor.manpower.com.

Supplemental financial information referenced in the conference call can be found at http://investor.manpower.com.

About Manpower Inc.

Manpower Inc. (NYSE: MAN) is a world leader in innovative workforce solutions; creating and delivering services that enable its clients to win in the changing world of work. With over 60 years’ experience, Manpower offers employers a range of services and solutions for the entire employment and business cycle including permanent, temporary and contract recruitment; employee assessment and selection; training; outplacement; outsourcing and consulting. Manpower’s worldwide network of nearly 4,000 offices in 82 countries and territories is the world’s largest in the industry and enables the company to meet the needs of its 400,000 clients per year, including small and medium size enterprises in all industry sectors, as well as the world's largest multinational corporations. The focus of Manpower’s work is on raising productivity through improved quality, efficiency and cost-reduction across their total workforce, enabling clients to concentrate on their core business activities. Manpower Inc. operates under five brands: Manpower, Manpower Professional, Elan, Jefferson Wells and Right Management. More information about Manpower Inc. is available at www.manpower.com.

Forward-Looking Statements

This news release contains statements, including earnings projections, that are forward-looking in nature and, accordingly, are subject to risks and uncertainties regarding the Company’s expected future results. The Company’s actual results may differ materially from those described or contemplated in the forward-looking statements. Factors that may cause the Company’s actual results to differ materially from those contained in the forward-looking statements can be found in the Company’s reports filed with the SEC, including the information under the heading ‘Risk Factors’ in its Annual Report on Form 10-K for the year ended December 31, 2009, which information is incorporated herein by reference.

- ### -

Manpower Inc.
Results of Operations
(In millions, except per share data)

	Three Months Ended September 30
						% Variance
						Amount			Constant
	2010		2009			Reported			Currency
	(Unaudited)
Revenues from services (a) (b)	$	4,972.0	$	4,189.6			18.7	%		24.1	%
Cost of services		4,130.8		3,485.5			18.5	%		24.1	%
Gross profit		841.2		704.1			19.5	%		24.4	%
Selling and administrative expenses		732.3		664.6			10.2	%		14.4	%
Goodwill and intangible asset impairment charges		-		61.0			N/A			N/A
Selling and administrative expenses		732.3		725.6			0.9	%		4.8	%
Operating profit (loss)		108.9		(21.5	)		N/A			N/A
Interest and other expenses		8.4		29.3			-71.4	%
Earnings (loss) before income taxes		100.5		(50.8	)		N/A			N/A
Provision for income taxes		49.2		2.0			N/A
Net earnings (loss)	$	51.3	$	(52.8	)		N/A			N/A
Net earnings (loss) per share - basic	$	0.63	$	(0.67	)		N/A
Net earnings (loss) per share - diluted	$	0.62	$	(0.67	)		N/A			N/A
Weighted average shares - basic		81.9		78.4			4.5	%
Weighted average shares - diluted		82.7		78.4			5.5	%


(a) Revenues from services include fees received from our franchise offices of $6.8 million and $5.7 million for the three months ended September 30, 2010 and 2009, respectively. These fees are primarily based on revenues generated by the franchise offices, which were $273.3 million and $200.3 million for the three months ended September 30, 2010 and 2009, respectively.

(b) Our 2009 results have been restated as disclosed in Note 16 to the Consolidated Financial Statements included in our 2009 Annual Report to Shareholders.

Manpower Inc.
Operating Unit Results
(In millions)

	Three Months Ended September 30
							% Variance
							Amount			Constant
	2010			2009			Reported			Currency
	(Unaudited)
Revenues from Services:
Americas:
United States (a)	$	752.1		$	409.8			83.5	%		83.5	%
Other Americas		317.1			243.5			30.3	%		25.8	%
		1,069.2			653.3			63.7	%		62.0	%

France		1,411.6			1,314.1			7.4	%		18.8	%
EMEA:
Italy		257.1			231.0			11.3	%		23.1	%
Other EMEA (b)		1,548.0			1,379.3			12.2	%		19.6	%
		1,805.1			1,610.3			12.1	%		20.1	%
Asia Pacific		555.7			427.9			29.8	%		20.5	%
Right Management		85.5			135.7			-37.0	%		-36.5	%
Jefferson Wells		44.9			48.3			-6.9	%		-6.9	%
	$	4,972.0		$	4,189.6			18.7	%		24.1	%
Operating Unit Profit (Loss) (c):
Americas:
United States (a)	$	27.4		$	1.7			N/A			N/A
Other Americas		8.2			5.5			49.4	%		43.2	%
		35.6			7.2			395.3	%		390.5	%

France		25.0			10.6			135.6	%		160.6	%
EMEA:
Italy		11.4			8.6			30.7	%		44.6	%
Other EMEA (b)		43.0			16.0			171.0	%		190.8	%
		54.4			24.6			121.5	%		139.3	%
Asia Pacific		13.1			4.0			234.1	%		210.9	%
Right Management		-			21.2			N/A			N/A
Jefferson Wells		(1.5	)		(0.6	)		N/A			N/A
		126.6			67.0
Corporate expenses		(23.6	)		(21.1	)
Goodwill and intangible asset impairment charge		-			(61.0	)
Intangible asset amortization expense (c)		(11.6	)		(6.4	)
Reclassification of French business tax		17.5			-
Operating profit (loss)		108.9			(21.5	)		N/A			N/A
Interest and other expenses (d)		(8.4	)		(29.3	)
Earnings (loss) before income taxes	$	100.5		$	(50.8	)


(a) The United States results include the results of COMSYS IT Partners, Inc., which was acquired on April 5, 2010. United States revenues from services include fees received from our franchise offices of $4.0 million and $3.0 million for the three months ended September 30, 2010 and 2009, respectively. These fees are primarily based on revenues generated by the franchise offices, which were $169.0 million and $121.6 million for the three months ended September 30, 2010 and 2009, respectively.

(b) Our 2009 results have been restated as disclosed in Note 16 to the Consolidated Financial Statements included in our 2009 Annual Report to Shareholders.

(c) During the third quarter of 2010, we redefined Operating Unit Profit (Loss) to exclude intangible asset amortization. Therefore, these costs are no longer included as operating costs within the reportable segments and Corporate Expenses, and all intangible asset amortization expense is now shown separately. All previously reported results have been restated to conform to the current year presentation.

(d) The components of interest and other expenses were:
		2010			2009
Interest expense	$	10.0		$	21.5
Interest income		(1.2	)		(1.7	)
Foreign exchange gains		(0.3	)		(0.6	)
Miscellaneous income, net		(0.1	)		(0.2	)
Loss from sale of an equity investment		-			10.3
	$	8.4		$	29.3

Manpower Inc.
Results of Operations
(In millions, except per share data)

	Nine Months Ended September 30
						% Variance
						Amount			Constant
	2010		2009			Reported			Currency
	(Unaudited)
Revenues from services (a) (b)	$	13,656.9	$	11,626.1			17.5	%		18.0	%
Cost of services		11,317.2		9,564.0			18.3	%		19.0	%
Gross profit		2,339.7		2,062.1			13.5	%		13.7	%
Selling and administrative expenses		2,119.1		2,002.2			5.8	%		5.8	%
Goodwill and intangible asset impairment charges		-		61.0			N/A			N/A
Selling and administrative expenses		2,119.1		2,063.2			2.7	%		2.7	%
Operating profit (loss)		220.6		(1.1	)		N/A			N/A
Interest and other expenses		33.2		52.0			-36.2	%
Earnings (loss) before income taxes		187.4		(53.1	)		N/A			N/A
Provision for income taxes		100.6		(14.8	)		N/A
Net earnings (loss)	$	86.8	$	(38.3	)		N/A			N/A
Net earnings (loss) per share - basic	$	1.08	$	(0.49	)		N/A
Net earnings (loss) per share - diluted	$	1.06	$	(0.49	)		N/A			N/A
Weighted average shares - basic		80.7		78.3			3.1	%
Weighted average shares - diluted		81.7		78.3			4.4	%


(a) Revenues from services include fees received from our franchise offices of $17.2 million and $16.6 million for the nine months ended September 30, 2010 and 2009, respectively. These fees are primarily based on revenues generated by the franchise offices, which were $704.5 million and $533.3 million for the nine months ended September 30, 2010 and 2009, respectively.

(b) Our 2009 results have been restated as disclosed in Note 16 to the Consolidated Financial Statements included in our 2009 Annual Report to Shareholders.

Manpower Inc.
Operating Unit Results
(In millions)

	Nine Months Ended September 30
							% Variance
							Amount			Constant
	2010			2009			Reported			Currency
	(Unaudited)
Revenues from Services:
Americas:
United States (a)	$	1,880.2		$	1,157.9			62.4	%		62.4	%
Other Americas		917.7			683.4			34.3	%		26.5	%
		2,797.9			1,841.3			52.0	%		49.1	%

France		3,775.0			3,371.1			12.0	%		17.4	%
EMEA:
Italy		750.1			681.5			10.1	%		14.9	%
Other EMEA (b)		4,361.3			3,894.0			12.0	%		12.9	%
		5,111.4			4,575.5			11.7	%		13.2	%
Asia Pacific		1,558.9			1,259.3			23.8	%		13.7	%
Right Management		287.6			429.8			-33.1	%		-34.2	%
Jefferson Wells		126.1			149.1			-15.4	%		-15.4	%
	$	13,656.9		$	11,626.1			17.5	%		18.0	%
Operating Unit Profit (Loss) (c):
Americas:
United States (a)	$	38.0		$	(15.4	)		N/A			N/A
Other Americas		26.5			14.2			87.1	%		76.8	%
		64.5			(1.2	)		N/A			N/A

France		35.1			15.8			122.7	%		148.0	%
EMEA:
Italy		31.7			16.8			87.9	%		99.5	%
Other EMEA (b)		91.6			8.2			N/A			N/A
		123.3			25.0			392.8	%		410.2	%
Asia Pacific		37.6			19.6			93.4	%		76.6	%
Right Management		20.3			92.6			-78.0	%		-78.9	%
Jefferson Wells		(9.3	)		(18.3	)		N/A			N/A
		271.5			133.5
Corporate expenses		(70.4	)		(56.6	)
Goodwill and intangible asset impairment charge		-			(61.0	)
Intangible asset amortization expense (c)		(28.1	)		(17.0	)
Reclassification of French business tax		47.6			-
Operating profit (loss)		220.6			(1.1	)		N/A			N/A
Interest and other expenses (d)		(33.2	)		(52.0	)
Earnings (loss) before income taxes	$	187.4		$	(53.1	)


(a) The United States results include the results of COMSYS IT Partners, Inc., which was acquired on April 5, 2010. United States, revenues from services include fees received from our franchise offices of $9.9 million and $7.4 million for the nine months ended September 30, 2010 and 2009, respectively. These fees are primarily based on revenues generated by the franchise offices, which were $457.0 million and $323.7 million for the nine months ended September 30, 2010 and 2009, respectively.

(b) Our 2009 results have been restated as disclosed in Note 16 to the Consolidated Financial Statements included in our 2009 Annual Report to Shareholders.

(c) During the third quarter of 2010, we redefined Operating Unit Profit (Loss) to exclude intangible asset amortization. Therefore, these costs are no longer included as operating costs within the reportable segments and Corporate Expenses, and all intangible asset amortization expense is now shown separately. All previously reported results have been restated to conform to the current year presentation.

(d) The components of interest and other expenses were:
		2010			2009
Interest expense	$	33.6		$	48.5
Interest income		(4.2	)		(9.3	)
Foreign exchange losses		2.5			0.9
Miscellaneous expenses, net		1.3			1.6
Loss from sale of an equity investment		-			10.3
	$	33.2		$	52.0

Manpower Inc.
Consolidated Balance Sheets
(In millions)

	Sep. 30			Dec. 31
	2010			2009
	(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	598.3		$	1,014.6
Accounts receivable, net		3,890.9			3,070.8
Prepaid expenses and other assets		146.1			179.6
Future income tax benefits		73.9			67.4
Total current assets		4,709.2			4,332.4
Other assets:
Goodwill and other intangible assets, net		1,758.0			1,357.5
Other assets		374.6			347.5
Total other assets		2,132.6			1,705.0
Property and equipment:
Land, buildings, leasehold improvements and equipment		711.1			703.6
Less: accumulated depreciation and amortization		537.5			527.2
Net property and equipment		173.6			176.4
Total assets	$	7,015.4		$	6,213.8
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	1,293.5		$	944.4
Employee compensation payable		221.5			187.8
Accrued liabilities		516.0			465.9
Accrued payroll taxes and insurance		633.6			572.0
Value added taxes payable		502.5			391.2
Short-term borrowings and current maturities of long-term debt		24.6			41.7
Total current liabilities		3,191.7			2,603.0
Other liabilities:
Long-term debt		681.8			715.6
Other long-term liabilities		376.3			358.7
Total other liabilities		1,058.1			1,074.3
Shareholders' equity:
Common stock		1.1			1.0
Capital in excess of par value		2,765.1			2,544.2
Retained earnings		1,165.8			1,109.6
Accumulated other comprehensive income		94.4			106.9
Treasury stock, at cost		(1,260.8	)		(1,225.2	)
Total shareholders' equity		2,765.6			2,536.5
Total liabilities and shareholders' equity	$	7,015.4		$	6,213.8

Manpower Inc.
Consolidated Statements of Cash Flows
(In millions)

	Nine Months Ended
	September 30
	2010			2009
	(Unaudited)
Cash Flows from Operating Activities:
Net earnings (loss)	$	86.8		$	(38.3	)
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities:
Depreciation and amortization		80.2			72.8
Non-cash goodwill and intangible asset impairment		-			61.0
Deferred income taxes		(44.9	)		(12.1	)
Provision for doubtful accounts		22.0			20.9
Loss from sale of an equity investment		-			10.3
Share-based compensation		17.9			12.5
Excess tax benefit on exercise of stock options		(0.8	)		(0.1	)
Changes in operating assets and liabilities, excluding the impact of acquisitions:
Accounts receivable		(730.2	)		655.2
Other assets		17.9			(69.5	)
Other liabilities		494.7			(300.8	)
Cash (used in) provided by operating activities		(56.4	)		411.9
Cash Flows from Investing Activities:
Capital expenditures		(41.8	)		(27.0	)
Acquisitions of businesses, net of cash acquired		(260.6	)		(21.3	)
Proceeds from the sale of an equity investment		-			13.3
Proceeds from the sale of property and equipment		3.1			3.3
Cash used in investing activities		(299.3	)		(31.7	)
Cash Flows from Financing Activities:
Net change in short-term borrowings		(19.5	)		(25.1	)
Proceeds from long-term debt		1.4			146.4
Repayments of long-term debt		(1.0	)		(210.0	)
Proceeds from share-based awards		15.0			9.7
Excess tax benefit on exercise of stock options		0.8			0.1
Repurchases of common stock		(34.8	)		-
Dividends paid		(30.6	)		(29.0	)
Cash used in financing activities		(68.7	)		(107.9	)
Effect of exchange rate changes on cash		8.1			54.3
Change in cash and cash equivalents		(416.3	)		326.6
Cash and cash equivalents, beginning of period		1,014.6			874.0
Cash and cash equivalents, end of period	$	598.3		$	1,200.6

exhibit_99-2.htm

Exhibit 99.2

2010 October 20

2010 3rd Quarter

Manpower Inc.

Manpower Inc. 2010 3rd Quarter Results

October 2010

This presentation includes forward-looking
statements, including earnings projections
which are subject to risks and uncertainties.
Actual results might differ materially from
those projected in the forward-looking
statements. Additional information
concerning factors that could cause actual
results to materially differ from those in the
forward-looking statements is contained in
the Company’s Annual Report on Form 10-K
dated December 31, 2009, which information
is incorporated herein by reference, and
such other factors as may be described from
time to time in the Company’s SEC filings.

Forward-Looking Statement

Manpower Inc. 2010 3rd Quarter Results

October 2010

N/A

19%

24% CC

270 bps

Operating Profit $109M

OP Margin 2.2%

Revenue $5.0B

Gross Margin 16.9%

EPS $.62

10 bps

Q3 Highlights

Throughout this presentation, the difference between reported variances and Constant Currency (CC) variances
represents the impact of currency on our financial results. Constant Currency is further explained on our Web site.

Consolidated Financial Highlights

Manpower Inc. 2010 3rd Quarter Results

October 2010

Consolidated Gross Margin Change

Manpower Inc. 2010 3rd Quarter Results

October 2010

62% CC

Americas Segment
(22% of Revenue)

Q3 Financial Highlights

64%

OUP Margin

3.3%

220 bps

Revenue

$1.1B

OUP

$36M

Operating Unit Profit (OUP) is the measure that we use to evaluate segment
performance. OUP is equal to segment revenues less direct costs and branch and
national headquarters operating costs.

(1) Included in these amounts is the US, which had revenue of $752M (+84%) and OUP of $27M. On an
organic basis, US revenue was $552M (+35%) and OUP was $18M.

(2) On an organic basis, Americas revenue increased 33% in USD (31% in CC).

(1)

391%CC

395%

(2)

Manpower Inc. 2010 3rd Quarter Results

October 2010

Americas - Q3 Revenue Growth YoY

Revenue Growth - CC

Revenue Growth

% of Segment

Revenue

70%

11%

14%

(1) On an organic basis, US revenue was $552M (+35%).

(1)

Manpower Inc. 2010 3rd Quarter Results

October 2010

France Segment
(28% of Revenue)

Q3 Financial Highlights

OUP Margin

1.8%

Revenue

$1.4B

OUP

$25M

19% CC

100 bps

136%

161% CC

Manpower Inc. 2010 3rd Quarter Results

October 2010

EMEA Segment
(36% of Revenue)

Q3 Financial Highlights

OUP Margin

3.0%

Revenue

$1.8B

OUP

$54M

12%

20% CC

150 bps

122%

139% CC

Manpower Inc. 2010 3rd Quarter Results

October 2010

EMEA - Q3 Revenue Growth YoY

Revenue Growth - CC

Revenue Growth

% of Segment

Revenue

14%

13%

11%

10%

24%

Manpower Inc. 2010 3rd Quarter Results

October 2010

Asia Pacific Segment
(11% of Revenue)

Q3 Financial Highlights

OUP Margin

2.4%

Revenue

$556M

OUP

$13M

30%

21% CC

150 bps

234%

211% CC

Manpower Inc. 2010 3rd Quarter Results

October 2010

Asia Pacific - Q3 Revenue Growth YoY

Revenue Growth - CC

Revenue Growth

% of Segment

Revenue

49%

27%

24%

Manpower Inc. 2010 3rd Quarter Results

October 2010

100%

102% CC

Right Management Segment
(2% of Revenue)

Q3 Financial Highlights

OUP Margin

0.0%

Revenue

$86M

OUP

$0M

37%

36% CC

1570 bps

Manpower Inc. 2010 3rd Quarter Results

October 2010

Jefferson Wells Segment
(1% of Revenue)

Q3 Financial Highlights

OUP Margin

- 3.5%

Revenue

$45M

OUP

$(2M)

230 bps

N/A

Manpower Inc. 2010 3rd Quarter Results

October 2010

Cash Flow Summary - Nine Months

2010

2009

Cash from Operations

(56)

412

Capital Expenditures

(42)

(27)

Free Cash Flow

(98)

385

($ in millions)

Other

(11)

Change in Cash

(416)

327

(2)

Change in Debt

(261)

(89)

Effect of Exchange Rate Changes

Acquisitions of Businesses,

net of cash acquired

(21)

(19)

Share Repurchases

(35)

Manpower Inc. 2010 3rd Quarter Results

October 2010

Balance Sheet Highlights

Total Debt

($ in millions)

Total Debt to

Total Capitalization

Total Debt

Net Debt

2010

Manpower Inc. 2010 3rd Quarter Results

October 2010

(b)

Credit Facilities as of September 30, 2010
($ in millions)

(a)

This $400M agreement requires, as of September 30, that we comply with a Debt-to-EBITDA ratio of less than 5.75 to 1 and a fixed charge
coverage ratio of greater than 1.25 to 1. As defined in the agreement, we had a Debt-to-EBITDA ratio of 1.85 and a fixed charge coverage
ratio of 2.17 as of September 30, 2010.

As of September 30, there were $4.0M of standby letters of credit issued under the agreement.

Interest

Rate

Maturity

Date

Total

Outstanding

Remaining

Available

Euro Notes:

- Euro 200M

4.86%

June 2013

272

- Euro 300M

4.58%

June 2012

409

Revolving Credit Agreement

2.81%

Nov 2012

396

374

Uncommitted lines and Other

Various

Total Debt

706

770

Manpower Inc. 2010 3rd Quarter Results

October 2010

Fourth Quarter Outlook

Revenue

Americas

Up 48-50%

France

Up 8-10%

(Up 15-17% CC)

Up 19-21%

Asia Pacific

(Up 14-16% CC)

Jefferson Wells

Right Management

Down 33-35%

(Down 31-33% CC)

Up 16-18%

(Up 19-21% CC)

Total

Gross Profit Margin

17.0-17.2%

Operating Profit Margin (a)

2.0-2.2%

Tax Rate

51%

EPS (a)

$0.54-$0.62 (Neg. $.02 Currency)

Up 0-2%

EMEA

(Up 16-18% CC)

Up 12-14%

(Up 47-49% CC)

(a) Excludes anticipated reorganization charges of $20M-$25M ($0.15-$0.20 per diluted share).

Manpower Inc. 2010 3rd Quarter Results

October 2010

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