FORM 8-K



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):  August 30, 2002





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



Item 5.  Other Events.


On August 30, 2002, Marshall & Ilsley Corporation and Mississippi Valley Bancshares, Inc. jointly announced that election forms and letters of transmittal were being mailed to the shareholders of Mississippi Valley Bancshares, Inc. in connection with the pending merger between Mississippi Valley and Marshall & Ilsley.  The press release announcing the mailing of the election forms and letters of transmittal to the shareholders of Mississippi Valley and the form of election form and letter of transmittal are attached hereto as exhibits and are incorporated herein by reference.


The amended By-Laws of Marshall & Ilsley are also attached hereto as an exhibit.


Item 7.  Exhibits.

Exhibit No.

Description

  

3.1

By-Laws of Marshall & Ilsley Corporation

99.1

Press Release dated August 30, 2002

99.2

Form of Election Form and Letter of Transmittal


 




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:  August 30, 2002

MARSHALL & ILSLEY CORPORATION

  
  
 

By:  /s/ Randall J. Erickson                           

 

Randall J. Erickson

Senior Vice President and General Counsel

  
  



EXHIBIT INDEX



Exhibit No.

Description

  

3.1

By-Laws of Marshall & Ilsley Corporation

99.1

Press Release dated August 30, 2002

99.2

Form of Election Form and Letter of Transmittal