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): April 26, 1999

                         MANPOWER INC.
     (Exact name of registrant as specified in its charter)



       Wisconsin                      1-10686                39-1672779
(State or other jurisdiction   (Commission file number)    (IRS Employer
 of incorporation)                                         Identification No.)


                    5301 North Ironwood Road
                   Milwaukee, Wisconsin 53217
            (Address of principal executive offices)



Registrant's telephone number, including area code: (414) 961-1000




Item 5.  Other Events.

     On April 26, 1999, Manpower Inc. (the "Company")
announced the retirement of Mitchell S. Fromstein, the
Company's Chairman, President and Chief Executive
Officer, effective April 30, 1999.  He retired from his
position as Chairman, President, and Chief Executive
Officer and as a Director of the Company and from all
other positions as an officer of the Company and as a
director of each subsidiary and affiliate of the
Company.  Mr. Fromstein will become Chairman Emeritus
(a non-director and non-executive officer post) and
will serve as an adviser to the Company.

     Jeffrey A. Joerres, Senior Vice President -
European Operations and Marketing and Major Account
Development of the Company has been appointed President
and Chief Executive Officer of the Company effective
April 30, 1999.  Mr. Joerres has also been appointed as
a Director of the Company to fill the vacancy created
by Mr. Fromstein's resignation.  John R. Walter, a
Director of the Company, has been appointed as the
Company's Chairman.

     The Company's Press Release issued April 26, 1999
is attached as an exhibit to this report and is
incorporated herein by reference.



Item 7.  Exhibits.

Exhibit No.         Description
  
  99.1        Press Release dated April 26, 1999





                           SIGNATURE


     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.


Date: April 27, 1999               /s/ Michael J. Van Handel
                                   -------------------------
                                   Michael J. Van Handel
                                   Senior Vice President - Chief Financial
                                   Officer, Treasurer and Secretary



                     EXHIBIT INDEX

Exhibit No.         Description
  
  99.1              Press Release dated April 26, 1999.

                                         
MANPOWER INC.

FOR IMMEDIATE RELEASE                              APRIL 26, 1999


     Milwaukee, Wisconsin - Manpower Inc. (NYSE:  MAN)
announced today the retirement of its President, CEO
and Chairman, Mitchell Fromstein and the appointment of
Jeffrey Joerres, Senior Vice President of the firm, as
President and Chief Executive Officer as of April 30,
1999.
     
     Fromstein, 71, who has served as Manpower's Chief
Executive since 1976, will become Chairman Emeritus and
serve as an adviser to the Company.
     
     Joerres, 39, joined Manpower in 1993 after serving
in management positions with IBM and ARI Network
Services.  He is credited with the establishment and
growth of the Company's portfolio of global accounts,
which now represents over $1 billion in annual staffing
services volume, and has, over the past year, had
corporate responsibility for operations in the UK,
Germany, Holland, Spain, Italy, Belgium, Switzerland,
Israel, Austria and the Nordic region.
     
     "I have been given a unique and exciting
opportunity to lead one of the greatest brands in the
world, and I am fortunate to have learned from Mitchell
Fromstein, who is truly a legend in the industry.  As
the new custodian of the brand, I believe strongly that
the intrinsic value of our brand has yet to be fully
realized by all of our stakeholders.  I see it as my
challenge and responsibility to aggressively pursue
that goal in every way possible," said Joerres.
     
     Manpower's Board Chairmanship will be assumed by
John R. Walter, presently a Board member.  Walter, 52,
served most recently as President and Chief Operating
Officer of AT&T prior to which he served as President,
Chairman and CEO of the R.R. Donnelley & Sons Co. for
nine years.
     
     Fromstein, in his final address to shareholders at
the firm's Annual Meeting Monday, said:  "I believe the
Manpower Board has created an excellent team to replace
my functions, combining the youth and proven
performance of Jeff Joerres with the corporate
experience of John Walter.  I have served long years
with a great sense of pride and satisfaction, but it is
time for fresh sets of eyes to search the changing
horizons of our dynamic industry for opportunities that
can propel Manpower's growth in the future.
     
     "The Company will be in good hands."
                           
                      #    #    #