MARSHALL & ILSLEY CORPORATION
                          CONSOLIDATED AVERAGE BALANCE SHEETS (Unaudited)
                                              ($000's)

                                                                 Three Months Ended September 30,
                                                                     2008                  2007
Assets
Cash and due from banks                                        $         892,191       $   1,021,536

Trading assets                                                           144,359              48,772
Short-term investments                                                   386,349             393,474
Investment securities:
Taxable                                                                6,386,679           6,109,732
Tax-exempt                                                             1,122,791           1,278,095
Total investment securities                                            7,509,470           7,387,827

Loan to Metavante                                                              -             982,000

Loans and leases:
Loans and leases, net of unearned income                              50,032,072          44,109,797
Allowance for loan and lease losses                                   (1,083,283 )          (444,170 )
Net loans and leases                                                  48,948,789          43,665,627

Premises and equipment, net                                              532,728             467,193
Accrued interest and other assets                                      4,650,044           3,715,634
Assets of discontinued operations                                              -           1,541,940

Total Assets                                                   $      63,063,930       $  59,224,003

Liabilities and Shareholders' Equity
Deposits:
Noninterest bearing                                            $       5,908,790       $   5,513,063
Interest bearing                                                      33,779,664          29,331,217
Total deposits                                                        39,688,454          34,844,280

Federal funds purchased and security repurchase agreements             3,156,595           3,058,298
Other short-term borrowings                                            3,257,868           1,432,288
Long-term borrowings                                                   9,653,290          11,901,829
Accrued expenses and other liabilities                                   783,252           1,048,080
Liabilities of discontinued operations                                         -             177,737

Total liabilities                                                     56,539,459          52,462,512

Shareholders' equity                                                   6,524,471           6,761,491

Total Liabilities and Shareholders' Equity                     $      63,063,930       $  59,224,003

                                   MARSHALL & ILSLEY CORPORATION
                          CONSOLIDATED AVERAGE BALANCE SHEETS (Unaudited)
                                             ($000's)

                                                                 Nine Months Ended September 30,
                                                                     2008                 2007
Assets
Cash and due from banks                                        $        908,065       $   1,007,115

Trading assets                                                          161,509              49,500
Short-term investments                                                  363,150             313,011
Investment securities:
Taxable                                                               6,534,247           6,147,316
Tax-exempt                                                            1,183,490           1,288,668
Total investment securities                                           7,717,737           7,435,984

Loan to Metavante                                                             -             982,000

Loans and leases:
Loans and leases, net of unearned income                             49,526,053          43,046,109
Allowance for loan and lease losses                                    (775,375 )          (433,507 )
Net loans and leases                                                 48,750,678          42,612,602

Premises and equipment, net                                             521,133             454,858
Accrued interest and other assets                                     4,546,792           3,450,694
Assets of discontinued operations                                             -           1,517,183

Total Assets                                                   $     62,969,064       $  57,822,947

Liabilities and Shareholders' Equity
Deposits:
Noninterest bearing                                            $      5,788,737       $   5,438,374
Interest bearing                                                     33,037,533          28,437,470
Total deposits                                                       38,826,270          33,875,844

Federal funds purchased and security repurchase agreements            3,238,550           3,192,148
Other short-term borrowings                                           3,303,824           1,154,217
Long-term borrowings                                                  9,770,371          11,823,433
Accrued expenses and other liabilities                                  991,773           1,061,269
Liabilities of discontinued operations                                        -             199,702

Total liabilities                                                    56,130,788          51,306,613

Shareholders' equity                                                  6,838,276           6,516,334

Total Liabilities and Shareholders' Equity                     $     62,969,064       $  57,822,947

The Corporation returned to profitability in the third quarter of 2008. Compared to the third quarter of 2007, the Corporation's third quarter 2008 results reflected continued loan growth and growth in net interest income and fee-based income, particularly in its wealth management segment. In addition, the Corporation generally contained its core operating expense growth. These positive results were offset by the charges and increased provision for loan and lease losses related to the Corporation's real estate loans. Those charges and increased provision reflect the impact of the continued deterioration in the national residential real estate markets especially, in Arizona and the correspondent business channel.

For the three months ended September 30, 2008, the Corporation reported net income of $83.1 million or $0.32 per diluted share compared to income from continuing operations in the third quarter of 2007 of $173.7 million or $0.65 per diluted share. For the nine months ended September 30, 2008, the Corporation reported a net loss of $164.4 million or $0.63 per diluted share compared to income from continuing operations of $521.4 million or $1.97 per diluted share for the nine months ended September 30, 2007.

The decrease in income from continuing operations in the third quarter of 2008 compared to the third quarter of 2007 and the nine months ended September 30, 2008 compared to the nine months ended September 30, 2007 was primarily attributable to the increases in the provision for loan and lease losses and provision for losses associated with unfunded loan commitments.

The ongoing deterioration in the national residential real estate markets continued to adversely affect the Corporation's loan and lease portfolio during the third quarter. The Corporation's construction and development real estate loans, particularly in Arizona and certain correspondent banking loan participations, continued to exhibit the largest levels of stress. In addition, the amount of impairment during the third quarter of 2008 remained elevated due to the continued depressed state of underlying real estate collateral values. As a result, net charge-offs and the provision for loan and lease losses were significantly higher in the third quarter and first nine months of 2008 when compared to the third quarter and first nine months of 2007. For the three months ended September 30, 2008, the provision for loan and lease losses and provision for losses associated with unfunded loan commitments amounted to $155.4 million compared to $41.5 million for the three months ended September 30, 2007, an increase of $113.9 million. On an after-tax basis, this increase amounted to approximately $72.8 million or $0.28 per diluted share. For the nine months ended September 30, 2008, the provision for loan and lease losses and provision for losses associated with unfunded loan commitments amounted to $1,208.3 million compared to $84.7 million for the nine months ended September 30, 2007, an increase of $1,123.6 million. On an after-tax basis, this increase amounted to approximately $718.6 million or $2.77 per diluted share.

Organic loan growth, disciplined deposit pricing, the ability to access reasonably priced funding sources and banking acquisitions completed in 2008 and 2007 contributed to the growth in net interest income and other banking sources of revenues. Despite the volatile markets, the Corporation's wealth management segment continued to report growth in fee income.

Throughout 2008, the Corporation has experienced elevated levels of operating expenses due to the increase in expense associated with collection efforts and carrying nonperforming assets. The Corporation estimates that the increase in expense associated with collection efforts and carrying nonperforming assets, net of related revenue, amounted to $12.7 million for the third quarter of 2008 compared to the third quarter of 2007, which on an after-tax basis was approximately $0.03 per diluted share. For the nine months ended September 30, 2008 compared to the nine months ended September 30, 2007 the increase in net expense amounted to $49.7 million, which on an after-tax basis, was approximately $0.12 per diluted share. In addition, the financial market disruption in September 2008 resulted in unexpected losses and charges in the Corporation's wealth management segment that amounted to $0.04 per diluted share for the three and nine months ended September 30, 2008.

With regard to the outlook for the remainder of 2008, current interest rate volatility occurring in the market together with the numerous other factors that impact net interest income and the net interest margin have made it very difficult to project the fourth quarter net interest margin with a reasonable degree of certainty. Commercial and industrial loans contracted slightly in the third quarter of 2008 compared to the second quarter of 2008. Commercial and industrial loan growth is expected to be in the low single-digits in the fourth quarter of 2008 compared to the fourth quarter of 2007. Commercial real estate loan growth for the remainder of 2008 is expected to be relatively modest and consistent with the 1.4% linked quarter loan growth the Corporation experienced in the third quarter of 2008 compared to the second quarter of 2008. Wealth management revenue, which is somewhat affected by market volatility and direction, is expected to show high single-digit to low double-digit growth rates in 2008 compared to 2007.

There are indications that the Corporation's nonperforming loans in Florida may be stabilizing. However, management expects that the fourth quarter of 2008 will continue to be a difficult quarter for residential real estate markets. A weakening and unstable economy has resulted in increased stress in consumer loans, particularly consumer mortgage loans, especially in Arizona. Management expects the provision for loan and lease losses will continue to be higher than its pre-2007 historical experience prior to the crisis in the national residential real estate markets. The economy, credit environment and underlying collateral values continue to be rapidly changing and as a result, there are numerous unknown factors at this time that will ultimately affect the timing and amount of nonperforming assets, net charge-offs and the provision for loan and lease losses that will be recognized in the fourth quarter of 2008. In addition, the timing and amount of charge-offs will continue to be influenced by the Corporation's strategies for managing its nonperforming loans and leases. If the economy and real estate markets deteriorate more than management currently expects, the Corporation will experience increased levels of nonperforming assets, increased net charge-offs, a higher provision for loan and lease losses, lower net interest income and increased operating costs due to the expense associated with collection efforts and the operating expense of carrying nonperforming assets.

On November 1, 2007, old Marshall & Ilsley Corporation, the Accounting Predecessor to new Marshall & Ilsley Corporation (which is referred to as "M&I" or the "Corporation") and its wholly owned subsidiary, Metavante Corporation, the Accounting Predecessor to Metavante Technologies, Inc., (which is referred to as "Metavante"), became two separate publicly traded companies. The Corporation refers to this transaction as the "Separation."

As part of the Separation, the Corporation received capital contributions of $1,665 million in cash from Metavante, which consisted of a contribution from Metavante of $1,040 million and proceeds of $625 million from Metavante's issuance of a 25% equity interest to WPM L.P., an affiliate of Warburg Pincus
LLC. In addition, the Corporation received $982 million in repayment of indebtedness that was due from Metavante.

The tangible capital generated from the Separation together with non-credit operating trends have allowed the Corporation to prudently invest in the franchise and maintain a strong capital base in the current credit environment. On October 16, 2008, the Corporation's Board of Directors declared a $0.32 per share dividend which will be paid in the fourth quarter of 2008. The Corporation does not currently expect it will be required to raise additional dilutive capital in order to continue to maintain its strong capital base. However, the Corporation has announced that it has received preliminary approval to participate in the U.S. Treasury Department's Capital Purchase Program. See Note 18 in Notes to Financial Statements and "Liquidity and Capital Resources" in this section for a further discussion of the U.S. Treasury Department's Capital Purchase Program.

The Corporation's actual results for the remainder of 2008 could differ materially from those expected by management. See "Forward-Looking Statements" in Item 1A of this report for a discussion of the various risk factors that could cause actual results to differ materially from expected results.

On October 13, 2008, the Corporation and Taplin, Canida & Habacht, Inc. ("TCH") announced the signing of a definitive agreement for the Corporation to acquire a majority equity interest in TCH. TCH, based in Miami, Florida is an institutional fixed income money manager with approximately $7.5 billion of assets under management as of September 30, 2008. The transaction is not expected to have a material impact on the Corporation's financial results. Substantially all of the initial payment by the Corporation will be comprised of M&I common stock. The transaction is expected to close in the fourth quarter of 2008, subject to regulatory approvals and other customary closing conditions.

On January 2, 2008, the Corporation completed the acquisition of First Indiana Corporation ("First Indiana") based in Indianapolis, Indiana. First Indiana, with $2.1 billion in consolidated assets as of December 31, 2007, had 32 offices in central Indiana that became branches of M&I Marshall & Ilsley Bank ("M&I Bank") on February 2, 2008. Stockholders of First Indiana received $32.00 in cash for each share of First Indiana common stock outstanding, or approximately $530.2 million.

See Note 8 - Business Combinations in Notes to Financial Statements for further discussion of the Corporation's acquisition activities.

Some of the other more noteworthy transactions and events that occurred in the nine months ended September 30, 2008 and 2007, by quarter, consisted of the following:

Third quarter 2008

During the third quarter of 2008, the Corporation's wealth management segment recognized a loss associated with its securities lending activities. As more fully described in Note 17 in Notes to Financial Statements, Marshall & Ilsley Trust Company N.A. ("M&I Trust") provides indemnification against loss resulting from the default of a borrower of securities. During the third quarter of 2008, Lehman Brothers declared bankruptcy and failed to return loaned securities when due. Due to volatile market conditions, the cost of the replacement securities exceeded the amount of collateral available to purchase the replacement securities. The loss amounted to $8.4 million and is reported in the line Other within Other Expense in the Consolidated Statements of Income.

Certain entities within the wealth management segment are the investment advisor and trustee of the M&I Employee Benefit Stable Principal Fund ("SPF"). The SPF periodically participates in securities lending activities. Although not obligated to do so, during the third quarter of 2008, M&I Trust entered into a capital support agreement with SPF due to volatile market conditions. Under the terms of the agreement, M&I Trust would be required to contribute capital, under certain specific and defined circumstances and not to exceed $30.0 million in the aggregate. The agreement expires December 31, 2008 and contains terms that provide for three month renewals with all of the significant terms, including maximum contribution limits, remaining unchanged. The estimated fair value of the contingent liability under the agreement that is recorded within other liabilities in the consolidated balance sheet and corresponding expense which is reported in the line Other within Other Expense in the Consolidated Statements of Income amounted to $6.6 million. As of November 7, 2008, no contributions have been made under the agreement.

On an after-tax basis, these losses and charges in the aggregate amounted to $9.1 million or $0.04 per diluted share.

Second quarter 2008

The ongoing deterioration in the national residential real estate markets had a significant adverse affect on the Corporation's loan and lease portfolio during the second quarter. The Corporation's construction and development real estate loans, particularly in Arizona, the west coast of Florida and certain correspondent banking loan participations, exhibited the largest levels of stress. In addition, the amount of impairment increased during the second quarter of 2008 due to the decline in underlying real estate collateral values. As a result, net charge-offs and the provision for loan and lease losses were significantly higher in the second quarter when compared to the second quarter of 2007. For the three months ended June 30, 2008, the provision for loan and lease losses and provision for losses associated with unfunded loan commitments amounted to $906.0 million compared to $26.0 million for the three months ended June 30, 2007, an increase of $880.0 million. On an after-tax basis, this increase amounted to approximately $561.7 million or $2.17 per diluted share. The increased provision for loan and lease losses and provision for losses associated with unfunded loan commitments resulted in the Corporation reporting a net loss for the three months ended June 30, 2008 and is largely responsible for the reported year to date net loss.

First quarter 2008

On January 2, 2008, the Corporation completed its acquisition of First Indiana.

During the first quarter of 2008 the Corporation recognized income of $39.1 million due to the completion of the initial public offering ("IPO") by Visa. As a result of the IPO, Visa redeemed 38.7% of the Class B Visa common stock owned by the Corporation. The gain from the redemption amounted to $26.9 million and is reported in Net investment securities gains in the Consolidated Statements of Income. In addition, Visa established an escrow for certain litigation matters from the proceeds of the IPO. As a result of the funded escrow, the Corporation reversed $12.2 million of the litigation accruals that were originally recorded due to the Corporation's membership interests in Visa which is reported in Other expense in the Consolidated Statements of Income. On an after-tax basis, these two Visa-related items increased net income by approximately $25.4 million or $0.10 per diluted share.

During the first quarter of 2008 the Corporation recognized an additional income tax benefit of approximately $20.0 million, or $0.08 per diluted share, related to how the TEFRA (interest expense) disallowance should be calculated within a consolidated group.

Third quarter 2007

On July 1, 2007, the Corporation completed its acquisition of Excel Bank Corporation.

During the third quarter of 2007, the Corporation remarketed the 3.90% STACKS of M&I Capital Trust B that were originally issued in 2004 as components of the Corporation's 6.50% Common SPACES. In connection with the remarketing, the annual interest rate on the remarketed STACKS was reset at 5.626%, M&I Capital Trust B was liquidated and $400 million of 5.626% senior notes that mature on August 17, 2009 were issued by the Corporation in exchange for the outstanding STACKS. Each Common SPACES also included a stock purchase contract requiring the holder to purchase, in accordance with a settlement rate formula, shares of the Corporation's common stock. The Corporation issued 9,226,951 shares of its common stock in settlement of the stock purchase contracts in exchange for $400.0 million in cash.

During the third quarter of 2007, the Corporation purchased $243.3 million of additional bank-owned life insurance. The net realizable value is reported, along with the Corporation's other bank-owned life insurance, in Accrued interest and other assets in the Consolidated Balance Sheets. The increase in net realizable value is reported in Life insurance revenue in the Consolidated Statements of Income.

During the third quarter of 2007, pre-tax gains resulting from capital markets investments, sales of investment securities, and interest rate swap terminations amounted to $14.2 million. Gains in the amount of $8.9 million are reported in Net investment securities gains and the remainder of the gains are reported in the Other line of Other Income in the Consolidated Statements of Income.

Second quarter 2007

On April 1, 2007, the Corporation completed its acquisition of United Heritage Bankshares of Florida, Inc. ("United Heritage") and on April 20, 2007, the Corporation completed its acquisition of North Star Financial Corporation ("North Star").

During the second quarter of 2007, the Corporation completed two accelerated share repurchase transactions under its authorized Stock Repurchase Program. In the aggregate, the Corporation acquired 6.1 million shares of its common stock in these transactions. Total consideration in these transactions amounted to $297.3 million and consisted of cash of $294.7 million and common treasury stock valued at $2.6 million. In conjunction with the first accelerated share repurchase transaction executed during the second quarter of 2007, the Corporation used 54,035 shares of its treasury common stock to share-settle the final settlement obligation.

During the second quarter of 2007, the Corporation sold its investment in MasterCard Class B common shares and realized a pre-tax gain of $19.0 million. That gain is reported in Net investment securities gains in the Consolidated Statements of Income. The Corporation sold its investment in order to monetize the significant appreciation in the market price of the common stock of MasterCard since its initial public offering.

First quarter 2007

The Corporation called $200 million 7.65% junior subordinated deferrable interest debentures and the related M&I Capital Trust A 7.65% trust preferred securities, which resulted in a loss of $9.5 million that is reported in Loss on termination of debt in the Consolidated Statements of Income. On an after-tax basis, the loss amounted to $6.2 million or $0.02 per diluted share.

Net interest income is the difference between interest income on earning assets and interest expense on interest bearing liabilities.

Net interest income for the third quarter of 2008 amounted to $440.6 million compared to $403.2 million reported for the third quarter of 2007, an increase of $37.4 million or 9.3%. For the nine months ended September 30, 2008, net interest income amounted to $1,318.7 million compared to $1,197.4 million reported for the nine months ended September 30, 2007, an increase of $121.3 million or 10.1%. Acquisition-related and organic loan growth and the cash received in the Separation were the primary contributors to the increase in net interest income. Factors negatively affecting net interest income compared to the prior year included the impact of the financing costs associated with the 2008 and 2007 banking acquisitions, the cost of common stock repurchases, the cost of purchased bank-owned life insurance, the impact on interest income associated with the increase in nonaccrual loans and leases, tightening loan spreads, higher wholesale funding costs and a general shift in the bank issued deposit mix from lower cost to higher cost deposit products.

Average earning assets increased $5.2 billion or 9.7% in the third quarter of 2008 compared to the third quarter of 2007. Average loans and leases accounted for $5.9 billion of the growth in average earning assets in the three months ended September 30, 2008 compared to the three months ended September 30, 2007. Average investment securities, short-term investments and trading assets increased approximately $0.3 billion in the third quarter of 2008 over the prior year third quarter. Metavante's repayment of its indebtedness to the Corporation on November 1, 2007 resulted in a $1.0 billion decrease in average earning assets in the third quarter of 2008 compared to the third quarter of 2007.

Average interest bearing liabilities amounted to $49.8 billion in the third quarter of 2008 compared to $45.7 billion in the third quarter of 2007, an increase of $4.1 billion or 9.0%. Average interest bearing deposits increased $4.4 billion or 15.2% in the third quarter of 2008 compared to the third quarter of 2007. Average total borrowings decreased $0.3 billion or 2.0% in the third quarter of 2008 compared to the same period in 2007.

Average noninterest bearing deposits increased $0.4 billion or 7.2% in the three months ended September 30, 2008 compared to the three months ended September 30, 2007.

For the nine months ended September 30, 2008, average earning assets amounted to $57.8 billion compared to $51.8 billion for the nine months ended September 30, 2007, an increase of $6.0 billion or 11.5%. Average loans and leases accounted for $6.5 billion of the growth in average earning assets in the nine months ended September 30, 2008 compared to the nine months ended September 30, . . .