8-K

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) June 16, 2008

NORTHERN TRUST CORPORATION

(Exact name of registrant as specified in its charter)

Delaware

(State or other jurisdiction of incorporation)

0-5965	36-2723087
(Commission File Number)	(IRS Employer Identification No.)
50 South LaSalle Street, Chicago, Illinois	60603
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code (312) 630-6000

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 Exchange 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 7.01. Regulation FD Disclosure.

On June 17, 2008, at approximately 7:50 a.m. (CT), Frederick H. Waddell, President and Chief Executive Officer of Northern Trust Corporation (the “Company”), will speak at the William Blair & Company 28^th Annual Growth Stock Conference (the “Conference”) in Chicago. The audio webcast of the presentation will be available live and for replay for 30 days from the presentation date and can be accessed from the “Investor Relations” section of the Company’s website at www.northerntrust.com/presentations. Attached as Exhibit 99.1 are the slides that Mr. Waddell will present at the Conference.

The information in this Form 8-K, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference in any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as otherwise stated in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1 Conference Slides.

-2-

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.

	NORTHERN TRUST CORPORATION (Registrant)
Date: June 16, 2008	By:	/s/ Beverly J. Fleming
		Beverly J. Fleming
		Senior Vice President and Director of Investor Relations

-3-

EXHIBIT INDEX

Exhibit Number	Description of Exhibit
99.1	Conference Slides.

-4-

EX-99.1

©

2008 Northern Trust Corporation

Service

Expertise

Integrity

Frederick H. Waddell

President &

Chief Executive Officer

NORTHERN TRUST

CORPORATION

William

Blair

&

Company                              

28

th

Annual

Growth

Stock

Conference

June 17, 2008

EXHIBIT 99.1

Integrity

Expertise

Service

2

Forward Looking Statement

This

presentation

may

include

forward-looking

statements

such

as

statements

that

relate

to

Northern

Trust’s

financial

goals,

dividend

policy,

expansion

and

business

development

plans,

anticipated

expense

levels

and

projected

profit

improvements,

business

prospects

and

positioning

with

respect

to

market,

demographic

and

pricing

trends,

strategic

initiatives,

re-engineering

and

outsourcing

activities,

new

business

results

and

outlook,

changes

in

securities

market

prices,

credit

quality

including

reserve

levels,

planned

capital

expenditures

and

technology

spending,

anticipated

tax

benefits

and

expenses,

and

the

effects

of

any

extraordinary

events

and

various

other

matters

(including

with

respect

to

litigation,

other

contingent

liabilities

and

obligations,

and

regulation

involving

Northern

Trust

and

changes

in

accounting

policies,

standards

and

interpretations)

on

Northern

Trust’s

business

and

results.

These

statements

speak

of

Northern

Trust’s

plans,

goals,

targets,

strategies,

beliefs,

and

expectations,

and

refer

to

estimates

or

use

similar

terms.

Actual

results

could

differ

materially

from

those

indicated

by

these

statements

because

the

realization

of

those

results

is

subject

to

many

risks

and

uncertainties.

Our

2007

financial

annual

report

and

periodic

reports

to

the

SEC

contain

information

about

specific

factors

that

could

cause

actual

results

to

differ,

and

you

are

urged

to

read

them.

Northern

Trust

disclaims

any

continuing

accuracy

of

the

information

provided

in

this

presentation

after

today.

3

Integrity

Expertise

Service

NTRS: Relationship Driven, Client-Centric Business Model

Our Clients

Worldwide Operations & Technology

Government

Agencies

Taft-Hartley

Foundations /

Endowments /

Healthcare

Individuals

Privately

Held

Businesses

Pension Funds

Large Corporations

Investment

Management Firms

Insurance Companies

Families

Family

Foundations

Family Offices

Personal

Financial

Services

Corporate &

Institutional

Services

Northern Trust Global Investments

©

2008 Northern Trust Corporation

Service

Expertise

Integrity

Personal Financial

Services

5

Integrity

Expertise

Service

Personal Financial Services

Extensive Reach in High Growth Affluent Market

85

PFS

Offices

in

18

States

Over 50% of the U.S. millionaire market resides

within a 45-minute drive of Northern Trust offices.

Arizona

(8)

Florida

(25)

Illinois

(19)

Illinois

(19)

Colorado

(1)

Colorado

(1)

Nevada

(1)

Nevada

(1)

Missouri

(1)

Missouri

(1)

Washington

(1)

Michigan

(3)

Texas

(7)

California

(11)

New York (1)

Connecticut (1)

Delaware (1)

Georgia

(1)

Georgia

(1)

Wisconsin

(1)

Wisconsin

(1)

Ohio

(1)

Ohio

(1)

Minnesota

(1)

Minnesota

(1)

Projected

Annual

Household Growth Rates

2007 -

2012 by Household

Asset Size

7.1%

11.3%

15.5%

$1 -

5

MM

$5 -

200

MM

$200+

MM

Source: Claritas

Massachusetts (1)

6

Integrity

Expertise

Service

Personal Financial Services

Integrated Teams Serving Client Segments

Offering clients needs-based solutions.

$200 MM

Delivering

comprehensive,

advice-driven financial

solutions through an

integrated team of

specialists.

Delivering high-touch

trust, investment

management and

banking solutions to

individuals through

integrated teams.

Private Client

$5 MM

$1 MM

Wealth Advisory

Wealth

Management

The recognized leader

in providing

sophisticated financial

solutions to the

world’s wealthiest

families.

Integrated

Teams

Holistic

Solutions

Serving as clients’

family office, providing

sophisticated

investment advisory,

asset servicing, and

family services.

Family Advisory

$50 MM

$200 MM

7

Integrity

Expertise

Service

Personal Financial Services

Addressing Clients’

Complex Financial Goals

Integrated approach and comprehensive capabilities.

Grow Assets

Proprietary and Third-party

Investment Managers

Active Index Strategies

Alternative Investments

Manage Risk

Asset Diversification

Single-stock Concentration

Hedging Strategies

Stock Option Planning

Tax Liability Management

Tax Sensitive Investing

Tax Loss Harvesting

Investment Vehicle Selection

Liquidity Management

Deposit Services

Custom Lending

Short Term Cash

Management Vehicles

Building and

Managing Wealth

Protecting and

Transferring Wealth

Protect and Preserve Wealth

Wealth Transfer Planning

Customized Trust Solutions

Transition Wealth

Estate Settlement Services

Guardianship Services

Plan for Special Assets

Family Business

Manage Non-Financial Assets

Creating a Legacy

Reinforce Family Values

Family Education

Family Mission Statement

Advanced Wealth Transfer

Strategies

Establish a Charitable

Giving Tradition

Implement a Tailored 

Philanthropic Strategy

Balance Charitable Giving with

the Financial Needs of the Family

Ensure Tax-Efficiency of

Philanthropic Vehicles

8

Integrity

Expertise

Service

Private Client Revenues

As a Percentage of Total Company Revenues,

Full Year 2007

Source: Company Fourth Quarter 2007 Earnings Release reports;  *Merrill Lynch percentage based on 2006 data

35%

30%

16%

12%

10%

10%

9%

5%

42%

Northern

Trust

Wachovia

Citigroup

Wilmington

Trust

Bank of

America

JP Morgan

Chase

Merrill

Lynch*

Goldman

Sachs

Bank of

NY

Mellon

Personal Financial Services

Our Focus on the Affluent Market is Unmatched

9

Integrity

Expertise

Service

Personal

Trust Assets

($ Billions)

Source: SNL Financial; As of December 31, 2007

2.

3.

4.

5.

6.

7.

8.

9.

10.

The

Largest

Personal

Trust

Bank

in

the

U.S.

Northern Trust

$205.3

1.

Bank of America

127.5

JPMorgan Chase

84.5

Citigroup

69.9

Wachovia

61.9

Bank of NY Mellon       

50.7

U.S. Bancorp

42.9

Wells Fargo

42.2

PNC Financial

35.3

SunTrust

27.3

Personal Financial Services

Largest Personal Trust Provider in the U.S.

10

Integrity

Expertise

Service

$59

$73

$92

$98

$94

$88

$104

$110

$117

$135

$148

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

$96

$121

$148

$163

$160

$151

$185

$209

$226

$282

$332

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

Personal Financial Services

Significant Success in Growing Client Assets

PFS

Assets Under Management

($ Billions)

PFS

Assets Under Custody

($ Billions)

AUM 10-Year CAGR:     

10%

S&P500 10-Year CAGR:

4%

AUC 10-Year CAGR: 

13%

S&P500 10-Year CAGR:

4%

©

2008 Northern Trust Corporation

Service

Expertise

Integrity

Corporate &

Institutional Services

12

Integrity

Expertise

Service

North America

Europe,

Middle East & Africa

Asia Pacific

Corporate & Institutional Services

Market Opportunities Continue to Grow

Total

Market:

$161

Trillion

(1)

Total

Assets

Under

Custody

Worldwide:

$90

Trillion

(2)

(1)

McKinsey & Company –

Mapping the Global Capital Market, Fourth Annual Report, January 2008;

Excludes $6 trillion of South American assets

(2)

YE 2007 competitor earnings releases & The Greensted Report, Fall 2007 –

Top 10 custodians

$60 Trillion

$60 Trillion

$41 Trillion

$56 Trillion

U.S.

$4 Trillion

Canada

$10 Trillion

U.K.

$43 Trillion

Western

Europe

$7 Trillion

Other

$19 Trillion

Japan

$14 Trillion

Emerging Asia

$8 Trillion

Other

13

Integrity

Expertise

Service

Corporate & Institutional Services

Strategically Positioned to Succeed in Three Dynamic Regions

North America

Europe,

Middle East & Africa

Asia Pacific

Abu Dhabi

Dublin

Toronto

London

Limerick

Amsterdam

Luxembourg

Guernsey

Melbourne

Singapore

Hong Kong

Bangalore

Beijing

Tokyo

Jersey

Chicago

14

Integrity

Expertise

Service

Singapore

Luxembourg

Hong Kong

Australia

Switzerland

Sweden

Qatar

Malaysia

Germany

Norway

Bahrain

Tunisia

Kuwait

UAE

South Korea

Macau

Thailand

Finland

Ireland

Cayman Islands

Saudi Arabia

United Kingdom

Guernsey

and Jersey

New

Zealand

Taiwan

U.S.A.

Canada

Netherlands

China

Puerto Rico

Philippines

Guam

Corporate & Institutional Services

Actively Pursuing Mandates Across Multiple Markets

15

Integrity

Expertise

Service

Corporate & Institutional Services

Asset Servicing Solutions

Full array of capabilities to meet the needs of

sophisticated institutional investors.

Fund accounting

Transfer agency

Corporate secretarial

Trustee

Investment operations

outsourcing

Safekeeping

Settlement

Derivatives processing

Income collection

Corporate actions

Tax reclamation

Active

Quantitative

Investment outsourcing

Liability driven investing

Manager of managers

Hedge funds

Private equity

Transition management

Investment accounting

Reporting and valuation

Performance analytics

Risk monitoring and reporting

Trade execution analysis

Data warehouse

Cross-border pooling

Trade execution

Cash management

Securities lending

Foreign exchange

Commission management

Asset

Administration

Asset Processing

Asset Reporting

Asset

Enhancement

Asset

Management

16

Integrity

Expertise

Service

Corporate & Institutional Services

Strong Presence in Target Institutional Segments

Source: Pensions and Investments 21 January 2008 (US Pensions), 24 December 2007 (Foundations & Endowments),

28 May 2007 (Asset Managers); Pension Funds and Their Advisors, 2007 (UK Funds); Money Market Directory, 2007

(Healthcare Funds); Lipper Fitzrovia Dublin Fund Encyclopaedia, Administrators, 2006/2007; Lipper Fitzrovia Guernsey

Fund Encyclopaedia, Administrators, 2006/2007.

Fund Administration

Serves 27% of the Top 200 Asset

Managers in the world

#1 Provider of Offshore Private

Equity Fund Administration services

in Europe

Fund Administrator for more funds

in Ireland and Guernsey than any

other provider

Pension Plans

100 U.S. Corporate Plans

40%

200 U.S. Funds

40%

200 U.K. Funds

29%

Northern

Serves

Of the Top

Public Funds / Taft-Hartley

Northern

Serves

Of the Top

25 Taft-Hartley Funds

40%

100 U.S. Public Funds

37%

U.K. Local Authority

30%

Foundations, Endowments,

and Healthcare

50 U.S. Foundations

30%

50 U.S. Endowments

26%

50 U.S. Healthcare Funds

36%

Northern

Serves

Of the Top

17

Integrity

Expertise

Service

Corporate & Institutional Services

Significant Success in Growing Client Assets

C&IS

Assets Under Custody

($ Trillions)

C&IS

Global Custody Assets

($ Trillions)

AUC 10-Year CAGR:     

15%

S&P500 10-Year CAGR:

4%

GCA 10-Year CAGR: 

30%

EAFE 10-Year CAGR:

7%

$1.0

$1.1

$1.4

$1.5

$1.5

$1.3

$1.9

$2.3

$2.7

$3.3

$3.8

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

$0.1

$0.2

$0.3

$0.4

$0.5

$0.5

$0.7

$1.0

$1.2

$1.7

$2.1

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

©

2008 Northern Trust Corporation

Service

Expertise

Integrity

Northern Trust

Global Investments

19

Integrity

Expertise

Service

Northern Trust Global Investments

Top Tier Investment Manager

Source:  Pensions & Investments

2007 Special Report on Asset Managers, data as of December 31, 2006.

Multi-manager Ranking Source: Cerulli Associates, 2005

8

th

Largest Manager

Worldwide Institutional Assets

5

th

Largest Manager

U.S. Institutional Tax-Exempt Assets

4

th

Largest Manager

Defined Benefit Assets

3

rd

Largest Manager

Multi-Manager -

U.S. Institutional Assets

Markets

Served

Rankings

3

rd

Largest Manager

Passive Domestic Indexed Equity

3

rd

Largest Manager

Passive Domestic Indexed Bonds

3

rd

Largest Manager

Passive International Indexed Securities

Investment

Strategy

20

Integrity

Expertise

Service

Northern Trust Global Investments

A World Class Investment Manager

Assets Under Management: $778.6 Billion

(As of March 31, 2008)

$457 Billion

Active

$281 Billion

Quantitative

$41 Billion

Manager

of Managers

…Investment Styles

…Asset Classes

Equities

$283 Billion

Fixed Income

$98 Billion

Short

Duration

$387 Billion

Other

$11 Billion

$633 Billion

Personal

…Client Segments

Institutional

$146 Billion

Diversified

Across…

21

Integrity

Expertise

Service

Northern Trust Global Investments

A Full Array of Proprietary and External Investment Solutions

Equities

Large-Cap

Mid-Cap

Small-Cap

International

Tax Advantaged

Fixed Income

Core

International

Municipals

Cash

Enhanced Cash

High Yield

Alternatives

Private Equity

Hedge Funds

Emerging Markets

Emerging / Minority

Investment Services

Securities Lending

Transition Management

Commission Recapture

Proprietary

Active

Strategies

Proprietary

Quantitative

Strategies

Manager of

Manager

Strategies

Securities Brokerage

Investment Plan Outsourcing

Northern Trust is the only asset

management firm that operates –

with scale –

across active, passive

and manager of manager disciplines.

22

Integrity

Expertise

Service

Northern Trust Global Investments

Positioned for Global Growth

Netherlands

United

Kingdom

United States

(85 PFS Offices)

Japan

RBS/

Mitsubishi/

Resona

Trust

Ireland

Pensco

Hong

Kong

Nordics

Nordea

Singapore

China

France

Groupama

Northern Trust Offices

Institutional Distribution Agreements

Thailand

Bangkok

Bank

Canada

Scotia

McLeod

United States

Investment Only

(10 Distributors)

Extensive presence through worldwide

client base and distribution relationships.

Taiwan

New York

Melbourne

Abu

Dhabi

23

Integrity

Expertise

Service

Northern Trust Global Investments

Significant Success in Growing Client Assets

$197

$233

$292

$326

$320

$303

$479

$572

$618

$697

$757

$779

1997

1998

1999

2000

2001

2002

2003

2004

2005

2006

2007

3/31/08

Assets

Under

Management

($ Billions)

12/31/97 to 3/31/08

CAGR

Northern Trust

14%

S&P 500

3%

Acquired $75 of

Index Assets

©

2008 Northern Trust Corporation

Service

Expertise

Integrity

Current Topics

of Interest

25

Integrity

Expertise

Service

Current Environment

COMPLEXITY

UNCERTAINTY

S&P 500: 27 notable daily moves from July 2007 through

March 2008

Senior management shakeups at major global banks and

brokerage firms continue

“The risk of subprime mortgages has been dispersed to

Europe and Asia, and within the euro area, bank losses were

relatively widely spread.”

Imene

Rahmouni-Rousseau, Head of the

Financial Stability Division, French Central Bank, June 5, 2008

“Until the housing market, and particularly house prices, shows

clearer signs of stabilization, growth risks will remain to the

downside.  Recent increases in oil prices pose additional

downside risks to growth.”

Ben Bernanke, Chairman of the Board of

Governors of the U.S. Federal Reserve, June 3, 2008

The environment beginning in the summer of 2007 and continuing

today has been characterized by uncertainty, complexity and

volatility.

VOLATILITY

26

Integrity

Expertise

Service

Strong Performance in 2007, Despite Tumultuous Environment

No

No

securities or leveraged loan write-downs

Credit quality improved: nonperforming assets decreased

and reserve ratios improved

Operating

EPS:

Completed

12

th

consecutive

quarter

of

double-digit, year-over-year growth

Common

Equity:

Completed

79

th

consecutive

quarter

of

growth

Record

Record

operating net income, up 23% vs 2006

Record

Record

total revenues, up 17% vs 2006

Strong 17%

Strong 17%

growth

growth

in assets under custody vs 2006

Strong 9%

Strong 9%

growth

growth

in assets under management vs 2006

Northern

Trust:

27

Integrity

Expertise

Service

Strong Performance Continued in First Quarter 2008

Tumultuous environment

Tumultuous environment

continued in First Quarter 2008

Record

Record

operating net income, up 24% vs First Quarter 2007

Record

Record

total revenues, up 19% vs First Quarter 2007

6%

growth

in

assets

under

custody

vs

First

Quarter

2007

3%

growth

in

assets

under

management

vs

First

Quarter

2007

Operating

EPS:

Completed

13

th

consecutive

quarter

of

double-digit,

year-over-year growth

Common

Equity:

Completed

80

th

consecutive

quarter

of

growth

Credit

quality

improved:

nonperforming

assets

decreased

and

reserve

ratios improved

vs First Quarter 2007

No

No

securities or leveraged loan write-downs

Northern

Trust:

3/31/08 vs 3/31/07: S&P 500 -6.9%; EAFE -16.9%

28

Integrity

Expertise

Service

Top 20 Bank Source: FR Y-9C reports and SNL Financial

Revenue Stream

Revenue Stream

–

Dominated by Fee Income

74% of Total Revenues derived from Non-Interest Income in 2007.

Top 20 Bank average equaled 48%.

Differentiated Business Model

Loan Portfolio

Loan Portfolio

–

High Quality

Nonperforming

assets

represented

only

0.13%

of

total

outstanding

loans

as

of

March

31,

2008.

Top 20 Bank average equaled 1.18%.

Nonperforming assets were covered 4.6x by credit loss reserves as of March 31, 2008.

Top 20 Bank average equaled 1.7x.

Securities Portfolio

Securities Portfolio

–

High Quality and Short Duration

92% of Northern Trust’s total securities portfolio was composed of triple-A rated

securities as of March 31, 2008.

80% of Earning Assets reprice or mature within one year as of March 31, 2008.

Top 20 Bank average equals 52%.

77%

of

Interest-Bearing

Deposit

liabilities

reprice

or

mature

within

one

year

as

of

March 31, 2008.

Top 20 Bank average equals 47%.

29

Integrity

Expertise

Service

Alternative

Communications

Showcasing and Strengthening Our Premiere Brand

Client

Communications

Advertising

Regional Messages

Products

Philanthropy

Sponsorships

& Events

Client

Segmentation

Worldwide Crises Funding

Worldwide Crises Funding

©

2008 Northern Trust Corporation

Service

Expertise

Integrity

Frederick H. Waddell

President &

Chief Executive Officer

NORTHERN TRUST

CORPORATION

William

Blair

&

Company                              

28

th

Annual Growth Stock Conference

June 17, 2008