MILWAUKEE, Dec. 30 /PRNewswire/ -- M&I Marshall & Ilsley Bank (M&I Bank) announced the final results and expiration of its offer to purchase debt securities (the "Tender Offer"), which will result in M&I Bank purchasing $399,998,000 in aggregate principal amount of its debt securities for an aggregate purchase price of $363,436,140 (excluding accrued interest). As of 11:59 p.m., Eastern Standard Time, on December 29, 2009 (the "Expiration Date"), M&I Bank had received tenders of debt securities having an aggregate principal amount of $433,562,000 as set forth in the table below: Aggregate Principal Total Amount Aggregate Principal to be Principal Amount Outstanding Amount Tendered After Outstanding As of Settlement Acceptance As of 11:59 p.m., on Title of CUSIP Priority December December December Security Numbers Level 1, 2009 29, 2009 30, 2009 -------- ------- ----- ------- -------- -------- Floating Rate Subordinated Bank Notes due 2012 55259PAF3 1 $500,095,000 $139,084,000 $361,011,000 Senior Floating Rate Notes due June 1, 2011 5525V0AZ9 2 $188,093,000 $109,237,000 $78,856,000 Senior 5.150% Fixed Rate Notes due February 22, 2012 5525V0BD7 3 $189,325,000 $107,809,000 $81,516,000 5.30% Senior Notes due September 8, 2011 5525V0BA3 4 $150,702,000 $77,432,000 $106,834,000 "The completion of the tender offer generates Tier 1 capital, reduces future interest expense, and provides M&I Bank a return on cash invested that exceeds returns available on investment securities," said Greg Smith, senior vice president and chief financial officer. "The tender represents an efficient use of our robust cash and liquidity position." In accordance with the acceptance priority levels and proration terms of the Tender Offer, M&I Bank has accepted for purchase all debt securities with an acceptance priority level of 3 or higher and $43,868,000 in aggregate principal amount of debt securities with an acceptance priority of 4 (representing approximately 56.7 percent of the validly tendered notes of such series) that were validly tendered at or prior to the Expiration Date. Any tendered debt securities that were not accepted for purchase will be returned without expense to the tendering holder. In addition to receiving the applicable consideration, holders of debt securities validly tendered and accepted for purchase will receive accrued and unpaid interest on those debt securities from the last interest payment date for those debt securities up to, but not including, the settlement date for those debt securities. Goldman, Sachs & Co. is serving as Dealer Manager and Global Bondholder Services Corporation is serving as Depositary and Information Agent in connection with the Tender Offer. Persons with questions regarding the Tender Offer should contact Goldman, Sachs & Co. at 800-828-3182 (toll free) or 212-902-5183 (collect). Requests for copies of the Offer to Purchase or the Letter of Transmittal may be directed to Global Bondholder Services Corporation at (866) 387-1500 (toll free) or (212) 430-3774 (collect for banks and brokers). This press release does not constitute an offer to buy or the solicitation of an offer to sell any securities, nor shall there be any purchase of securities of M&I Bank in any state or jurisdiction in which such an offer, solicitation or purchase would be unlawful. The Tender Offer was made only pursuant to the Offer to Purchase dated December 1, 2009 (the "Offer to Purchase") and the related Letter of Transmittal. M&I Bank may, from time to time to the extent permitted by applicable law, acquire any of the above debt securities that remain outstanding after the Expiration Date through open market purchases or privately negotiated transactions, one or more additional tender or exchange offers or otherwise, for prices that may be less than, equal to or greater than the applicable tender offer consideration set forth in the Offer to Purchase. M&I Marshall & Ilsley Bank is an affiliate of Marshall & Ilsley Corporation (NYSE:MI), a diversified financial services corporation headquartered in Milwaukee, Wis., with $58.5 billion in assets. Founded in 1847, M&I Marshall & Ilsley Bank is the largest Wisconsin-based bank, with 192 offices throughout the state. In addition, M&I has 53 locations throughout Arizona; 33 offices in Indianapolis and nearby communities; 36 offices along Florida's west coast and in central Florida; 16 offices in Kansas City and nearby communities; 26 offices in metropolitan Minneapolis/St. Paul, and one in Duluth, Minn.; and one office in Las Vegas, Nev. M&I's Southwest Bank subsidiary has 17 offices in the greater St. Louis area. M&I also provides trust and investment management, equipment leasing, mortgage banking, asset-based lending, financial planning, investments, and insurance services from offices throughout the country and on the Internet (http://www.mibank.com/ or http://www.micorp.com/). M&I's customer-based approach, internal growth, and strategic acquisitions have made M&I a nationally recognized leader in the financial services industry. Forward-Looking Statements This press release contains statements that may constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements other than historical facts. These forward-looking statements include, without limitation, statements with respect to the financial condition of M&I Bank or M&I, results of operations, plans, objectives, future performance and business, including statements preceded by, followed by or including the words "believes," "expects," "anticipates," references to estimates or similar expressions. Future filings by M&I Bank with the Federal Deposit Insurance Corporation or other regulatory agencies, future filings by M&I with the Securities and Exchange Commission, and statements other than historical facts contained in written material, press releases and oral statements issued by, or on behalf of, M&I Bank or M&I, may also constitute forward-looking statements. Forward-looking statements are subject to significant risks and uncertainties, and M&I Bank's and/or M&I's actual results may differ materially from the results discussed in such forward-looking statements. Factors that might cause actual results to differ from the results discussed in forward-looking statements include, but are not limited to, the risk factors set forth in the Offer to Purchase. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect only M&I Bank's and/or M&I's beliefs as of the date of this press release. All forward-looking statements are based upon information available at the time of such statements and M&I Bank and M&I, as the case may be, assume no obligation to update any forward-looking statement. DATASOURCE: M&I Marshall & Ilsley Bank CONTACT: Greg Smith, senior vice president, chief financial officer of Marshall & Ilsley Corporation, +1-414-765-7727 Web Site: http://www.mibank.com/ http://www.micorp.com/

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