- Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person * Becker Richard	2. Date of Event Requiring Statement (MM/DD/YYYY) 10/20/2010	3. Issuer Name and Ticker or Trading Symbol MARSHALL & ILSLEY CORP [MI]
(Last)        (First)        (Middle) 770 N. WATER ST.	4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director                            _____ 10% Owner ___ X ___ Officer (give title below)          _____ Other (specify below) Senior Vice President /
(Street) MILWAUKEE, WI 53202        (City)              (State)              (Zip)	5. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	107934   (1) (2)	D
Common Stock	23914.2331   (3)	I	By Deferred Compensation Plan
Common Stock	183	I	By Child

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (Right to Buy)	(4)	12/20/2011	Common Stock	21379	$23.911	D
Stock Option (Right to Buy)	(5)	10/25/2012	Common Stock	21379	$21.3665	D
Stock Option (Right to Buy)	(6)	10/27/2013	Common Stock	16034	$26.0364	D
Stock Option (Right to Buy)	(7)	10/27/2014	Common Stock	16034	$31.3949	D
Stock Option (Right to Buy)	(8)	10/28/2015	Common Stock	16034	$32.046	D
Stock Option (Right to Buy)	(9)	10/30/2016	Common Stock	14431	$35.975	D
Stock Option (Right to Buy)	(10)	10/19/2017	Common Stock	18039	$31.4024	D
Stock Option (Right to Buy)	10/29/2008   (11)	10/29/2018	Common Stock	20745	$18.66	D

Explanation of Responses:
( 1)	10,854 of these shares were acquired as stock salary by the Reporting Person. The shares were fully vested at the time of grant, but are subject to transfer restrictions. One third of each of the respective stock salary shares will be released from the transfer restrictions on calendar year quarter end depending upon the respective grant dates. For more information, please see the Current Report on Form 8-K filed by the Company on December 29, 2009.
( 2)	50,221 of these shares were acquired as grants of restricted stock and are subject to the Reporting Person's continued employment with the Company and subject to accelerated vesting upon the death of the Reporting Person. These shares will be fully vested on the third anniversary of the date of grant for each respective award. However, as long as the Company is a "TARP recipient," as defined under the Interim Final Rules, these awards may become transferable only in 25% increments at the time of the Company's repayment of 25%, 50%, 75% and 100%, respectively, of the financial assistance it received under the U.S. Treasury's Capital Purchase Program, or as may be required to satisfy tax obligations incurred in connection with the vesting of the restricted shares.
( 3)	15,000 of these shares were acquired as grants of restricted stock and are subject to the Reporting Person's continued employment with the Company and subject to accelerated vesting upon the death of the Reporting Person. These shares will be fully vested on the third anniversary of the date of grant for each respective award. However, as long as the Company is a "TARP recipient," as defined under the Interim Final Rules, these awards may become transferable only in 25% increments at the time of the Company's repayment of 25%, 50%, 75% and 100%, respectively, of the financial assistance it received under the U.S. Treasury's Capital Purchase Program, or as may be required to satisfy tax obligations incurred in connection with the vesting of the restricted shares.
( 4)	Vests in three equal installments commencing on the first anniversary of the original grant date of 12/20/2001.
( 5)	Vests in three equal installments commencing on the first anniversary of the original grant date of 10/25/2002.
( 6)	Vests in three equal installments commencing on the first anniversary of the original grant date of 10/27/2003.
( 7)	Vests in three equal installments commencing on the first anniversary of the original grant date of 10/27/2004.
( 8)	Vests in three equal installments commencing on the first anniversary of the original grant date of 10/28/2005.
( 9)	Immediately exercisable upon original grant date of 10/30/2006.
( 10)	Immediately exercisable upon original grant date of 10/19/2007.
( 11)	100% Immediately Exercisable

Reporting Owners
Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Becker Richard 770 N. WATER ST. MILWAUKEE, WI 53202			Senior Vice President

Signatures
/s/ Jodi W. Rosenthal, attorney-in-fact for Mr. Becker		10/22/2010
** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 5(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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