Manpower Inc. 5301 North Ironwood Road Milwaukee, Wisconsin 53217
February 22, 1999
Mr. Jeffrey Joerres:
We have agreed as follows with respect to the compensation to be paid and the other benefits to be provided to
you in connection with your continuing employment by Manpower Inc. (the "Corporation"):
1. Term. The term of this agreement (the "Term") will begin on the date of this letter indicated above and end on
the first to occur of the following:
(a) the date two years after the occurrence of a Change of Control, as defined in the letter to you of even date
regarding other rights and obligations on termination of your employment; (b) January 31, 2002, if no Change of
Control occurs between the date of this letter indicated above and January 31, 2002; or
(c) the Date of Termination, as defined in the letter from the Corporation to you of even date regarding other
rights and obligations on termination of your employment.
2. Base Compensation. You will be paid a base salary for your services during the Term equal to Three Hundred
Thousand Dollars ($300,000) per year, as may be increased from time to time by the Corporation. Your base
compensation will be paid in accordance with the Corporation's regular payroll practices with respect to such
compensation as in effect from time to time.
3. Incentive Bonus. You also will be entitled to receive an incentive bonus for each full or partial fiscal year of the
Corporation included within the Term. It is intended that the amount of this incentive bonus will be determined
annually based upon objective criteria established at the beginning of each fiscal year, but until such criteria are
established the amount will be determined by the Executive Compensation Committee of the Corporation,
subject to ratification by the Board of Directors, in its sole discretion. This incentive bonus will be paid within 45
days after the close of each such fiscal year.
4. Benefits. During the entire Term, the Corporation will provide you with, and you will be