AMENDMENT TO SUPPLEMENTAL RETIREMENT AGREEMENT
THIS AMENDMENT, dated this 16th day of December, 1993, between MARSHALL & ILSLEY
CORPORATION, a Wisconsin corporation (the "Company") and J.A. PUELICHER (the "Executive").
W I T N E S S E T H:
WHEREAS, the Executive and the Company entered into a Supplemental Retirement Agreement dated
December 10, 1992 (the "Agreement"); and
WHEREAS, the Compensation Committee of the Board of Directors of the Company has determined, in light of
the events of the past year, that the monthly supplemental retirement benefit contained in Paragraph 1 of the
Agreement should be increased.
NOW, THEREFORE, in consideration of the premises and the mutual covenants herein contained, the parties
hereto hereby agree as follows:
1. Amendment to Paragraph 1 of Agreement. The first two sentences of Paragraph 1 of the Agreement are
hereby deleted and the following is substituted therefor.
"The Company shall pay to the Executive a supplemental retirement benefit in the amount of $58,333.33 per
month for life ("the Retirement Benefit"). The Retirement Benefit shall be payable on a monthly basis on the first
business day of each month during the Executive's life."
2. Amendment to Paragraph 4(a) of Agreement. Paragraph 4(a) is deleted in its entirety and the following is
"(a) Successors and Assigns. (i) This Agreement shall be binding upon and shall inure to the benefit of the
Company, its successors and assigns, and the Company shall require any successor or assign (whether direct or
indirect, by purchase, merger, consolidation or otherwise) to expressly assume and agree to perform this
Agreement in the same manner and to the same extent that the Company would be required to perform if no such
succession or assignment had taken place. The term "Company" as used herein shall include such successors and
assigns. The term "successors and assigns" as used herein shall mean a corporation or other entity acquiring all or
substantially all the assets and