Filed Pursuant to Rules 424(b)(3) and 424(c)
Registration No. 333-71040
Prospectus Supplement No. 8 Dated August 12, 2002
(to Prospectus dated December 7, 2001)
$435,367,000
Manpower Inc.
Our prospectus dated December 7, 2001, as supplemented through the date hereof, relating to the offer for resale by certain of our securityholders of up to $435,367,000 aggregate principal amount due at maturity of zero coupon convertible debentures due August 17, 2021 of Manpower Inc., and the shares of our common stock issuable upon conversion of the debentures, is hereby supplemented to include the following information in the "Selling Securityholders" section on pages 38-44 of the prospectus.
ADDITIONAL SELLING SECURITYHOLDERS
The following represents additional selling securityholders for the table appearing in the "Selling Securityholders" section of the prospectus.
|
Principal Amount at |
|
|
|
||
Arbitex Master Fund L.P. |
$ |
17,500,000 |
4.0% |
244,228 |
* |
|
KBC Convertible Arbitrage Ltd. |
$ |
25,000,000 |
5.7% |
348,897 |
* |
|
KBC Financial Products (Cayman Island) Limited |
$ |
40,000,000 |
9.2% |
558,236 |
* |
SELLING SECURITYHOLDERS (8)
The following represents updated information regarding the selling securityholders listed in the table in the "Selling Securityholders" section of the prospectus.
|
Principal Amount at |
|
|
|
|
Any other holder of notes or future transferee, pledgee, donee or successor of any holder (3)(4) |
$ |
0 |
0% |
0 |
0% |
___________________
(8) Total principal amount at maturity of selling securityholders listed is more than $435,367,000 because certain of the selling securityholders may have transferred debentures pursuant to Rule 144A or otherwise reduced their position prior to selling pursuant to this registration statement. The maximum principal amount at maturity of debentures that may be sold under this prospectus will not exceed $435,367,000.