FORM 10-Q/A

                 SECURITIES AND EXCHANGE COMMISSION

                     Washington, D.C. 20549

                       AMENDMENT NO. 1 TO

    [X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

               For the quarterly period ended March 31, 1998
               ---------------------------------------------
                                    OR

    [ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

           For the transition period from __________ to __________

                        Commission file number  0-1220
                        ------------------------------

                         MARSHALL & ILSLEY CORPORATION
                         -----------------------------
             (Exact name of registrant as specified in its charter)

              Wisconsin                                   39-0968604
              ---------                                   ----------
     (State or other jurisdiction of                  (I.R.S. Employer
     incorporation or organization)                  Identification No.)

         770 North Water Street
          Milwaukee, Wisconsin                                   53202
         ----------------------                                  -----
(Address of principal executive offices)                      (Zip Code)

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

                                      None
                                      ----
             (Former name, former address and former fiscal year,
                         if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.

                     Yes   [X]                    No   [ ]

Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.

                                                        Outstanding at
            Class                                       April 30, 1998
            -----                                      -----------------
Common Stock, $1.00 Par Value                            105,855,245


                                PART II - OTHER INFORMATION

Item 5 - Other Information
- --------------------------

RESULTS OF OPERATIONS FOR THE MONTH ENDED APRIL 30, 1998
- --------------------------------------------------------
On April 1, 1998 Marshall & Ilsley Corporation completed its merger with
Advantage Bancorp, Inc., a savings and loan holding company.  The transaction
was accounted for as a pooling-of-interests.

The combined results of operations for the month ended April 30, 1998
are as follows:

         Gross Revenues                                $185.0 Million


         Operating Income                              $ 27.7 Million

         Merger/Restructuring Charge                     16.3 Million
                                                       ---------------
         Net Income                                    $ 11.4 Million


         Basic Earnings Per Share:
         -------------------------
         Operating Income                              $  .26
         Net Income                                       .10


         Diluted Earnings Per Share:
         ---------------------------
         Operating Income                              $  .24
         Net Income                                       .10


Results for the month ended April 30, 1998 include an after tax security
gain of $3.7 million realized by the Corporation's venture finance subsidiary.

The results of operations presented herein are not necessarily indicative
of the results of operations for any future period.


                               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 thereunto duly authorized.



                                  MARSHALL & ILSLEY CORPORATION
                                          (Registrant)



                                  /s/  P.R. Justiliano
                                  ______________________________________

                                  P.R. Justiliano
                                  Senior Vice President and
                                  Corporate Controller 
                                  (Chief Accounting Officer)




                                  /s/  J.E. Sandy 
                                  ______________________________________

                                  J.E. Sandy 
                                  Vice President 


May 15, 1998