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): March 30, 2005

MANPOWER INC.

(Exact name of registrant as specified in its charter)

Wisconsin

1-10686

39-1672779

(State or other jurisdiction

(Commission

(IRS Employer

of incorporation)

File Number)

Identification No.)

5301 North Ironwood Road

Milwaukee, Wisconsin

53217

(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:

p	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

p	Soliciting material pursuant to Rule 14a-12 under the Securities Act (17 CFR 240.14a-12)

p	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

p	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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Item 8.01   Other Events.

On March 30, 2005, we issued a press release announcing that we have completed the redemption of all of our outstanding Zero Coupon Convertible Debentures due August 17, 2021.  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 March 30, 2005

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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:

April 1, 2005

By:

 /s/ Michael J. Van Handel                   

Michael J. Van Handel

Executive Vice President, Chief Financial

Officer and Secretary

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EXHIBIT INDEX

Exhibit No.

Description

99.1

Press Release dated March 30, 2005

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Exhibit 99.1

For Immediate Release

Contact:

Mike Van Handel

Chief Financial Officer

(414) 906-6305

Manpower Inc. Completes Redemption of Zero Coupon Convertible Debentures

MILWAUKEE, WI, USA (March 30, 2005) — Manpower Inc. (NYSE: MAN) today announced that it has completed the redemption of all of its outstanding Zero Coupon Convertible Debentures due August 17, 2021 (the “Debentures”).  Of the $435,244,000 principal amount at maturity of Debentures, $336,455,000 principal amount at maturity was redeemed for an aggregate cash payment of $206,580,005 and $98,789,000 principal amount at maturity was converted into 1,378,670 shares of Manpower common stock.  The cash payment was financed through existing corporate credit facilities.

Additional financial information about Manpower Inc., including stock history and annual shareholder reports, can be found at http://investor.manpower.com.

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About Manpower Inc.

Manpower Inc. (NYSE: MAN) is a world leader in the employment services industry, offering customers a continuum of services to meet their needs throughout the employment and business cycle. The company specializes in permanent, temporary and contract recruitment; employee assessment; training; career transition; organizational consulting; and professional financial services. Manpower's worldwide network of 4,300 offices in 67 countries and territories enables the company to meet the needs of its 400,000 customers 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, enabling customers to concentrate on their core business activities. In addition to the Manpower brand, the company operates under the brand names of Right Management Consultants, Jefferson Wells, Elan and Brook Street. More information on Manpower Inc. is available at www.manpower.com.