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Manpower Reports 1st Quarter Results

Apr 19, 2004

Manpower Inc. (NYSE: MAN) today reported that net income for the three months ended March 31, 2004 was $39.6 million, or 45 cents per diluted share, compared to $14.9 million, or 19 cents per diluted share, a year earlier. Revenues for the first quarter were $3.3 billion, an increase of 24 percent from the year-earlier period.

Results for the first quarter were positively impacted by relatively stronger foreign currencies compared to the first quarter of 2003. On a constant currency basis, diluted earnings per share were 40 cents on an 11 percent improvement in revenues. Results were also favorably impacted by the acquisition of Right Management Consultants, Inc. ("Right"), which was completed on January 22, 2004. Right added 3% to revenues and 3 cents to diluted earnings per share. Also included in the quarter was a non-recurring gain of $14.2 million ($10.2 million net of income taxes), or 12 cents per diluted share, primarily related to the gain on the sale of an equity interest in a European internet job board.

Jeffrey A. Joerres, Manpower Chairman and Chief Executive Officer, said, "The performance of the first quarter can be attributed to the entire Manpower team's focus on following through and delivering on our strategies. Several units added significantly to this quarter's result -- Germany, Italy, Elan (our European IT staffing unit), Japan, Australia and Canada -- all posted outstanding results.

"Jefferson Wells International had a superb quarter with a growth rate of over 50% and a long-term outlook that is very positive. Right Management Consultants had a solid quarter. We continue to be impressed with the synergy of cultures, values and customers.

"I am encouraged that the significant investments that we made during the downturn are substantially contributing to our results. These investments have repositioned Manpower in the marketplace and have enhanced our long-term profit potential.

"The U.S. operation is experiencing steady, but gradual growth, which is confirming our belief that we are in the early stages of job growth.

"We are anticipating the second quarter of 2004 fully diluted earnings per share to fall in the range of 49 to 53 cents. This includes an estimated positive currency impact of 3 cents and earnings accretion from Right of 3 cents."

In conjunction with its first quarter earnings release, Manpower will broadcast its conference call live over the Internet on April 19 at 8:00 a.m. CDT (9:00 a.m. EDT). Interested parties are invited to listen by logging on to .

Supplemental financial information referenced in the conference call can be found at .

About Manpower Inc.

Manpower Inc. (NYSE: MAN) is a world leader in the employment services industry, offering customers a continuum of services to meet their needs throughout the employment and business cycle. The company specializes in permanent, temporary and contract recruitment; employee assessment; training; career transition and organizational consulting services. Manpower's worldwide network of 4,300 offices in 67 countries and territories enables the company to meet the needs of its 400,000 customers per year, including small and medium size enterprises in all industry sectors, as well as the world's largest multinational corporations. The focus of Manpower's work is on raising productivity through improved quality, efficiency and cost-reduction, enabling customers to concentrate on their core business activities. In addition to the Manpower brand, the company operates under the brand names of Right Management Consultants, Jefferson Wells, Elan and Brook Street. More information on Manpower Inc. is available at .

Forward-Looking Statements

This news release contains statements, including earning projections, that are forward-looking in nature and, accordingly, are subject to risks and uncertainties regarding the Company's expected future results. The Company's actual results may differ materially from those described or contemplated in the forward-looking statements. Factors that may cause the Company's actual results to differ materially from those contained in the forward-looking statement can be found in the Company's reports filed with the SEC, including the information under the heading 'Forward-Looking Statements' in its Annual Report on Form 10-K for the year ended December 31, 2003, which information is incorporated herein by reference.

                                Manpower Inc.
                            Results of Operations
                     (In millions, except per share data)

                                            Three Months Ended March 31
                                                               % Variance
                                                            Amount  Constant
                                           2004      2003  Reported Currency

  Revenues from services (a)             $3,334.1  $2,678.7   24.5%   11.3%
  Cost of services                        2,717.6   2,212.7   22.8%
    Gross profit                            616.5     466.0   32.3%   18.9%
  Selling and administrative expenses       560.3     433.0   29.4%   16.7%
    Operating profit                         56.2      33.0   70.4%   47.7%
  Interest and other (income) expenses       (4.0)      8.6     N/A
    Earnings before income taxes             60.2      24.4  147.0%
  Provision for income taxes                 20.6       9.5  116.5%
    Net earnings                            $39.6     $14.9  166.4%  134.7%

  Net earnings per share - basic            $0.46     $0.19  142.1%
  Net earnings per share - diluted          $0.45     $0.19  136.8%  110.5%

  Weighted average shares - basic            85.9      77.3   11.1%
  Weighted average shares - diluted          87.8      77.9   12.8%

  (a) Revenues from services include fees received from our franchise
      offices of $8.0 million and $6.0 million for the three months ended
      March 31, 2004 and 2003, respectively.  These fees are primarily
      based on revenues generated by the franchise offices, which were
      $312.0 million and $266.7 million for the three months ended March
      31, 2004 and 2003, respectively.

                                Manpower Inc.
                            Operating Unit Results
                                (In millions)

                                            Three Months Ended March 31
                                                               % Variance
                                                            Amount  Constant
                                           2004      2003  Reported Currency
  Revenues from services:
    United States (a)                      $474.6    $463.5    2.4%    2.4%
    France                                1,136.5     954.6   19.1%    2.4%
    EMEA                                  1,140.9     886.4   28.7%   12.4%
    Right Management (b)                    101.8      15.3     N/A     N/A
    Other Operations                        480.3     358.9   33.8%   21.8%
                                         $3,334.1  $2,678.7   24.5%   11.3%

  Operating Unit Profit:
    United States                            $2.8      $2.7    4.2%    4.2%
    France                                   28.8      26.9    6.8%   -7.9%
    EMEA                                     13.7       9.8   40.7%   25.2%
    Right Management                          9.1      (0.5)    N/A     N/A
    Other Operations                         17.3       2.9  476.4%  415.7%
                                             71.7      41.8
  Corporate expenses                         13.2       8.8
  Amortization of intangible assets           2.3        -
      Operating profit                       56.2      33.0   70.4%   47.7%
  Interest and other (income) expenses (c)   (4.0)      8.6
      Earnings before income taxes          $60.2     $24.4

  (a) In the United States, revenues from services include fees received
      from the related franchise offices of $6.2 million and $5.2 million
      for the three months ended March 31, 2004 and 2003, respectively.
      These fees are primarily based on revenues generated by the franchise
      offices, which were $263.0 million and $229.6 million for the three
      months ended March 31, 2004 and 2003, respectively.

  (b) Represents the operations of Right Management, since its acquisition
      in January 2004, and the Empower Group.

  (c) The components of interest and other (income) expenses were:

          Interest expense                  $11.1     $10.0
          Interest income                    (2.4)     (2.4)
          Foreign exchange losses (gains)     0.1      (1.2)
          Miscellaneous (income)
           expenses, net                    (12.8)      2.2
                                            $(4.0)     $8.6

                                Manpower Inc.
                         Consolidated Balance Sheets
                                (In millions)

                                                Mar. 31           Dec. 31
                                                  2004              2003
  Current assets:
    Cash and cash equivalents                     $409.7            $426.2
    Accounts receivable, net                     2,636.8           2,609.4
    Prepaid expenses and other assets              133.0             100.1
    Future income tax benefits                     106.6             101.4
        Total current assets                     3,286.1           3,237.1

  Other assets:
    Goodwill and other intangible
     assets, net                                 1,258.8             573.8
    Investments in licensees                        63.8              66.2
    Other assets                                   253.8             320.7
        Total other assets                       1,576.4             960.7

  Property and equipment:
    Land, buildings, leasehold
     improvements and equipment                    632.1             606.3
    Less:  accumulated depreciation and
     amortization                                  417.0             419.2
      Net property and equipment                   215.1             187.1
          Total assets                          $5,077.6          $4,384.9

  Current liabilities:
    Accounts payable                              $615.5            $555.4
    Employee compensation payable                  126.4             105.6
    Accrued liabilities                            439.7             360.0
    Accrued payroll taxes and insurance            431.1             476.6
    Value added taxes payable                      357.2             368.2
    Short-term borrowings and current
     maturities of long-term debt                  219.9              12.1
        Total current liabilities                2,189.8           1,877.9

  Other liabilities:
    Long-term debt                                 629.4             829.6
    Other long-term liabilities                    384.1             367.1
        Total other liabilities                  1,013.5           1,196.7

  Shareholders' equity:
    Common stock                                     1.0               0.9
    Capital in excess of par value               2,249.4           1,732.5
    Accumulated deficit                           (128.0)           (167.6)
    Accumulated other comprehensive
     income                                         35.7              28.3
    Treasury stock, at cost                       (283.8)           (283.8)
        Total shareholders' equity               1,874.3           1,310.3
          Total liabilities and
           shareholders' equity                 $5,077.6          $4,384.9

                                Manpower Inc.
                    Consolidated Statements of Cash Flows
                                (In millions)

                                                    Three Months Ended
                                                         March 31
                                                   2004              2003
  Cash Flows from Operating Activities:
    Net earnings                                   $39.6             $14.9
    Adjustments to reconcile net earnings
     to net cash provided by operating
        Depreciation and amortization               19.7              15.6
        Amortization of discount on
         convertible debentures                      1.9               1.9
        Deferred income taxes                       (3.6)              3.6
        Provision for doubtful accounts              5.9               3.0
        Other non-operating gains                  (14.2)               -
        Changes in operating assets and
         liabilities excluding the impact
         of acquisitions:
            Accounts receivable                     39.9             124.6
            Other assets                             8.6              (1.3)
            Other liabilities                      (70.7)           (103.1)
              Cash provided by operating
               activities                           27.1              59.2

  Cash Flows from Investing Activities:
    Capital expenditures                           (12.3)            (12.1)
    Acquisitions of businesses, net of
     cash acquired                                 (94.0)             (0.7)
    Proceeds from sale of an equity
     interest                                       29.8                -
    Proceeds from the sale of property
     and equipment                                   1.5               1.0
              Cash used by investing
               activities                          (75.0)            (11.8)

  Cash Flows from Financing Activities:
    Net borrowings (repayments) of
     short-term facilities and long-term debt       13.0             (13.6)
    Proceeds from stock option and
     purchase plans                                 23.2               6.6
              Cash provided (used) by
               financing activities                 36.2              (7.0)

  Effect of exchange rate changes on cash           (4.8)              4.3
  Change in cash and cash equivalents              (16.5)             44.7

  Cash and cash equivalents, beginning
   of period                                       426.2             284.0
  Cash and cash equivalents, end of period        $409.7            $328.7

SOURCE: Manpower Inc.

CONTACT: Mike Van Handel of Manpower Inc., Chief Financial Officer,

Web site: