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):  July 13, 2000




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




       Wisconsin            1-15403             39-0968604

    (State or other        (Commission         (IRS Employer
     jurisdiction          File Number)     Identification No.)
   of incorporation)

    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 July 13, 2000 Marshall & Ilsley Corporation
("M&I") issued a press release regarding the filing of
a registration statement for the initial public
offering of M&I Data Services (renamed Metavante
Corporation), M&I's bank charter consolidations and
M&I's second quarter earnings (the "July 13, 2000 Press
Release").  The July 13, 2000 Press Release is attached
hereto and incorporated herein by reference.

     Item 7.  Financial Statements and Exhibits.

     (c)  Exhibits

           Exhibit No.         Description

              99          Press Release dated July 13, 2000.






                      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:   July 13, 2000        MARSHALL & ILSLEY CORPORATION



                              By:  /s/  M.A. Hatfield
                                  -----------------------
                                  M.A. Hatfield
                                  Secretary







                     EXHIBIT INDEX


           Exhibit No.          Description

              99          Press Release dated July 13, 2000.

EX-99

          News Release

          Marshall & Ilsley Corporation
          770 North Water Street/Milwaukee, Wisconsin
          53202


For release:   Immediately

For further information:  M.A. Hatfield (414) 765-7809


    MARSHALL & ILSLEY CORPORATION FILES WITH SEC TO
   ESTABLISH M&I DATA SERVICES AS A SEPARATE PUBLIC
       COMPANY; REPORTS SECOND QUARTER EARNINGS

Milwaukee, WI July 13, 2000-Marshall & Ilsley
Corporation (M&I) today announced that a registration
statement has been filed with the Securities and
Exchange Commission (SEC) for the initial public
offering (IPO) of M&I Data Services.

Effective immediately, M&I Data Services will change
its name to Metavante Corporation (Metavante), with
Joseph L. Delgadillo continuing to serve as its
president and chief executive officer.  Marshall &
Ilsley Corporation will own over 80% of the shares
after completion of the offering.  It is anticipated
these shares will be distributed to M&I's shareholders
in the form of a dividend within a year after the IPO.

"As a corporation, we have a responsibility to ensure
each of our businesses is given every opportunity to be
successful," said James B. Wigdale, chairman of
Marshall & Ilsley Corporation.  "Being its own publicly
held company will give Metavante the ability to compete
even more effectively in the marketplace."

Marshall & Ilsley Corporation will continue to use
Metavante's state-of-the-art products and services and
will partner with the company in strategic alliances to
serve our customer base.

Donaldson, Lufkin & Jenrette, Salomon Smith Barney, and
UBS Warburg will manage the offering.  The public
offering will be made only by means of a prospectus,
which, when available, may be obtained by writing to or
telephoning the underwriters:

     Donaldson, Lufkin & Jenrette, 227 Park Avenue, New
     York, NY 10172, (212) 892-4525

     Salomon Smith Barney Inc., Brooklyn Army Terminal,
     140 East 58th Street, 8th Floor, Brooklyn, New
     York 11220, (718) 765-6732

     UBS Warburg, 229 Park Avenue, New York, NY 10171
     (212) 821-2115

A registration statement relating to these securities
has been filed with the Securities and Exchange
Commission, but has not yet become effective.  These
securities may not be sold, nor may offers to buy be
accepted, prior to the time the registration statement
becomes effective.  This press release shall not
constitute an offer to sell or the solicitation of an
offer to buy nor



shall there be any sale of these
securities in any State in which such offer,
solicitation or sale would be unlawful prior to
registration or qualification under the securities laws
of any State.

Marshall & Ilsley Corporation Announces Charter Consolidations

In recent years, Marshall & Ilsley Corporation has
consolidated many operational activities as part of a
continuing process to strengthen its business lines,
its products and customer service.  This fall, Marshall
& Ilsley Corporation will begin to reduce the number of
banking charters under which it operates.  This process
will increase efficiencies and complement M&I business
line management strategies and will continue through
the first half of 2001.  M&I's long-standing commitment
to serving the community will continue, with local bank
presidents and boards managing bank operations in their
regional banking divisions.  Customers will be able to
maintain their local banking relationships, while
having the option to more easily do their banking at
any M&I location.

"The single charter will enable us to move more quickly
in taking advantage of new business opportunities and
in developing the new products and services our
customers need to compete successfully," said Wigdale.

In addition to strengthening the business line
management efficiencies in the markets we currently
serve, Marshall & Ilsley Corporation will also grow
through market expansion.  M&I will continue to seek
new affinity banking relationships with non-financial
companies to provide their customers with a complete
line of retail and wholesale financial services.  These
strategic alliances present a significant opportunity
for future growth.

"The exciting changes taking place will create
significant advantages for Marshall & Ilsley
Corporation and will make available the financial and
human resources needed to continue to grow the banking
side of our business," continued Wigdale.  "M&I's
financial affiliates will continue to concentrate their
efforts on providing the premier financial services
that have made M&I one of the strongest financial
institutions in the Midwest."

Costs associated with the proposed IPO of Metavante and
charter consolidation will approximate $19 million.  It
is anticipated these costs, along with additional
charges of up to $33 million related to asset sales and
investment portfolio realignment, will be taken in the
third quarter of 2000 and subsequent quarters, as the
costs are incurred.

Marshall & Ilsley Corporation Announces Second Quarter Earnings

Marshall & Ilsley Corporation today announced net
income for the second quarter ended June 30, 2000 was
$90.3 million, up from the $87.5 million recorded in
the same period in 1999.  Diluted income per share
increased 7.8 percent to $.83 for the second quarter,
versus $.77 for the same period a year ago.  Cash
diluted income per share was $.87, versus $.81 a year
ago.

Return on average assets was 1.45 percent versus 1.57
percent in 1999.  Return on tangible equity was 21.40
percent this quarter compared to 20.04 percent for the
second quarter of 1999.



For the six months ended June 30, 2000, net income was
$180.9 million, versus $173.0 million of income for the
same period in 1999.  Diluted income per share was
$1.66, versus $1.52 for the six months ended June 30,
1999.

Assets at quarter end were $25.2 billion, compared to
$22.8 billion for the same period in 1999.  Book value
per share was $19.92 at June 30, 2000, compared to
$19.37 for the same date a year ago.  Total loans were
$17.4 billion, versus $14.9 billion at June 30, 1999.

Following the trend of prior quarters, M&I continues to
experience slow deposit growth and pressure on the
margin.  It is anticipated this trend will carry on for
the balance of the year.

Marshall & Ilsley Corporation, headquartered in
Milwaukee, Wisconsin, has $25.2 billion in assets.  The
Corporation has 26 affiliate banks with more than 200
offices in Wisconsin.  The Corporation also has a bank
in Phoenix, Arizona with 13 offices, a bank in Nevada
with offices located in Illinois and Florida and trust
companies in Wisconsin, Arizona and Florida.  M&I, a
diversified financial services company, also owns and
operates 49 offices throughout the country that provide
trust and investment management, equipment leasing,
mortgage banking and data processing.

This press release contains forward-looking statements
concerning M&I's future financial results.  Such
statements are subject to important factors which could
cause M&I's actual results to differ materially from
those anticipated by the forward-looking statements.
These factors include those referenced in M&I's Annual
Report on Form 10-K for the year ended December 31,
1999 and as may be described from time to time in M&I's
subsequent SEC filings.