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|
UNITED
STATES
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SECURITIES
AND EXCHANGE COMMISSION
|
Washington,
D.C. 20549
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Form
11-K
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|
(Mark
One)
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[X]
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ANNUAL
REPORT PURSUANT TO SECTION OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
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|
For
the fiscal year ended December 31, 2007
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OR
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[ ]
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TRANSITION
REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
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For
the transition period from __________ to __________
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|
Commission
file number 1-33488
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A.
Full title of the plan and the address of the plan, if different from that
of
the
Issuer named below:
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|
Missouri
State Bank & Trust Company Retirement Savings Plan
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|
B.
Name of the issuer of the securities held pursuant to the plan and the
address
of
its principal office:
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|
MARSHALL
& ILSLEY CORPORATION
770
North Water Street
Milwaukee,
Wisconsin 53202
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Financial Statement
and Exhibits
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|
(a)
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Financial
Statements:
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Missouri State Bank
& Trust Company Retirement Savings Plan
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Report
of Independent Registered Public Accounting Firm.
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Statements
of Net Assets Available for Benefits as of December 31, 2007 and
2006.
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Statements
of Changes in Net Assets Available for Benefits for the Years Ended
December 31, 2007 and 2006.
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Notes
to Financial Statements as of December 31, 2007 and 2006 and for the Year
Ended December 31, 2007.
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Supplemental
Schedule, Form 5500, Schedule H, Part IV, Line 4(i) - Schedule of Assets
(Held at End of Year) as of December 31, 2007.
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(b)
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Exhibits:
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23
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Consent
of Independent Registered Public Accounting Firm - Deloitte & Touche
LLP
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|
Missouri
State Bank &
Trust
Company Retirement
Savings
Plan
Financial
Statements as of and for the Years Ended
December 31,
2007 and 2006, Supplemental
Schedule
as of December 31, 2007, and
Report
of the Independent Registered Public
Accounting
Firm.
|
MISSOURI
STATE BANK & TRUST COMPANY
RETIREMENT
SAVINGS PLAN
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
|
1
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|
Statements
of Net Assets Available for Benefits as of December 31, 2007 and
2006
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2
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Statements
of Changes in Net Assets Available for Benefits for the Years Ended
December 31, 2007 and 2006
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3
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Notes
to Financial Statements as of and for the Years Ended December 31, 2007
and 2006
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4–11
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SUPPLEMENTAL
SCHEDULE —
|
12
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|
Form 5500,
Schedule H, Part IV, Line 4i — Schedule of Assets
(Held at End of Year) as of December 31, 2007
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13
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NOTE:
|
All
other schedules required by Section 2520.103-10 of the Department of
Labor’s Rules
and
Regulations for Reporting and Disclosure under the Employee Retirement
Income
Security
Act of 1974 have been omitted because they are not
applicable.
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|
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING
FIRM
|
To the
Trustee and Participants of the
Missouri
State Bank & Trust Company
Retirement
Savings Plan:
We have
audited the accompanying statements of net assets available for benefits of the
Missouri State Bank & Trust Company Retirement Savings Plan (the “Plan”) as
of December 31, 2007 and 2006, and the related statements of changes in net
assets available for benefits for the years then ended. These financial
statements are the responsibility of the Plan’s management. Our responsibility
is to express an opinion on these financial statements based on our
audits.
We
conducted our audits in accordance with standards of the Public Company
Accounting Oversight Board (United States). Those standards require that we plan
and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. The Plan is not required to have,
nor were we engaged to perform, an audit of its internal control over financial
reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the
circumstances, but not for the purpose of expressing an opinion on the
effectiveness of the Plan’s internal control over financial reporting.
Accordingly, we express no such opinion. An audit also includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements, assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our
opinion, such financial statements present fairly, in all material respects, the
net assets available for benefits of the Plan as of December 31, 2007 and 2006,
and the changes in net assets available for benefits for the years then ended,
in conformity with accounting principles generally accepted in the United States
of America.
Our
audits were conducted for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedule of assets (held
at end of year) as of December 31, 2007, is presented for the purpose of
additional analysis and is not a required part of the basic financial
statements, but is supplementary information required by the Department of
Labor’s Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. This schedule is the responsibility of
the Plan’s management. Such schedule has been subjected to the auditing
procedures applied in our audit of the basic 2007 financial statements and, in
our opinion, is fairly stated in all material respects when considered in
relation to the basic 2007 financial statements taken as a whole.
/s/ Deloitte & Touche LLP
Milwaukee,
Wisconsin
June 25,
2008
MISSOURI
STATE BANK & TRUST COMPANY
RETIREMENT
SAVINGS PLAN
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STATEMENTS
OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF DECEMBER 31, 2007 AND
2006
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2007
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2006
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ASSETS:
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Investments
— at fair value:
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Master
Trusts
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$
|
896,760
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$
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833,030
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Investments
|
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|
1,876,307
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|
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2,333,878
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Loans
to participants
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|
|
4,043
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|
|
|
11,735
|
|
|
|
|
|
|
|
|
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Total
investments
|
|
|
2,777,110
|
|
|
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3,178,643
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|
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RECEIVABLES
—
|
|
|
|
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Accrued
investment income
|
|
|
849
|
|
|
|
1,304
|
|
|
|
|
|
|
|
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|
Total
receivables
|
|
|
849
|
|
|
|
1,304
|
|
|
|
|
|
|
|
|
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Total
assets
|
|
|
2,777,959
|
|
|
|
3,179,947
|
|
|
|
|
|
|
|
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LIABILITIES
— Payables for pending trades
|
|
|
97
|
|
|
|
1,535
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|
|
|
|
|
|
|
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NET
ASSETS AVAILABLE FOR BENEFITS AT FAIR VALUE
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|
|
2,777,862
|
|
|
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3,178,412
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|
|
|
|
|
|
|
|
|
|
Adjustments
from fair value to contract value for fully benefit-
responsive
investment contacts
|
|
|
1,534
|
|
|
|
2,992
|
|
|
|
|
|
|
|
|
|
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NET
ASSETS AVAILABLE FOR BENEFITS
|
|
$
|
2,779,396
|
|
|
$
|
3,181,404
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
See
notes to financial statements.
|
|
|
|
|
|
|
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|
MISSOURI
STATE BANK & TRUST COMPANY
RETIREMENT
SAVINGS PLAN
|
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|
|
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STATEMENTS
OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED
DECEMBER 31, 2007 AND 2006
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|
|
|
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|
|
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|
|
|
|
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2007
|
|
|
2006
|
|
CONTRIBUTIONS:
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|
|
|
|
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|
Participants
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|
$
|
-
|
|
|
$
|
163,108
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|
Employer
|
|
|
|
|
|
|
38,764
|
|
Participant
rollovers
|
|
|
|
|
|
|
1,783
|
|
|
|
|
|
|
|
|
|
|
Total
contributions
|
|
|
-
|
|
|
|
203,655
|
|
|
|
|
|
|
|
|
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INVESTMENT
INCOME:
|
|
|
|
|
|
|
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Income
from Master Trusts
|
|
|
5,467
|
|
|
|
68,457
|
|
Net
appreciation of fair value of investments
|
|
|
90,304
|
|
|
|
328,495
|
|
Interest
and dividends
|
|
|
36,588
|
|
|
|
17,245
|
|
|
|
|
|
|
|
|
|
|
Net
investment income
|
|
|
132,359
|
|
|
|
414,197
|
|
|
|
|
|
|
|
|
|
|
DEDUCTIONS:
|
|
|
|
|
|
|
|
|
Benefits
paid to participants
|
|
|
(534,367
|
)
|
|
|
(732,345
|
)
|
Administrative
expenses
|
|
|
|
|
|
|
(1,602
|
)
|
|
|
|
|
|
|
|
|
|
Total
deductions
|
|
|
(534,367
|
)
|
|
|
(733,947
|
)
|
|
|
|
|
|
|
|
|
|
NET
DECREASE IN ASSETS AVAILABLE FOR BENEFITS
|
|
|
(402,008
|
)
|
|
|
(116,095
|
)
|
|
|
|
|
|
|
|
|
|
NET
ASSETS AVAILABLE FOR BENEFITS:
|
|
|
|
|
|
|
|
|
Beginning
of year
|
|
|
3,181,404
|
|
|
|
3,297,499
|
|
|
|
|
|
|
|
|
|
|
End
of year
|
|
$
|
2,779,396
|
|
|
$
|
3,181,404
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See
notes to financial statements.
|
|
|
|
|
|
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|
|
MISSOURI
STATE BANK & TRUST COMPANY
RETIREMENT
SAVINGS PLAN
NOTES
TO FINANCIAL STATEMENTS
AS
OF AND FOR THE YEARS ENDED DECEMBER 31, 2007 AND
2006
|
1.
|
DESCRIPTION
OF THE PLAN
|
The
following description of the Missouri State Bank & Trust Company Retirement
Savings Plan (the “Plan”) is provided for general information purposes only.
Participants should refer to the Plan document for more complete
information.
General
— The Plan is a
defined contribution plan covering substantially all salaried employees of
Missouri State Bank & Trust Company (the “Company”). Marshall & Ilsley
Corporation (the “Corporation”) is the administrator of the Plan and Marshall
& Ilsley Trust Company (the “Trustee”), a subsidiary of the Corporation,
serves as the trustee of the Plan. Prior to the Company’s merger with the
Corporation, described below, the Company served as administrator and trustee of
the Plan. The Plan is subject to the provisions of the Employee Retirement
Income Security Act of 1974, as amended (ERISA).
On April
1, 2006, the Company merged with the Corporation, and participants terminated as
a direct result of the merger became 100% vested in the Plan. Participants
continuing with the Corporation post merger are subject to the vesting schedule
of the Plan as described below. The Plan’s benefits were frozen as of
April 30, 2006.
Effective
April 1, 2006, each active Company Plan participant was eligible to become a
participant in the M&I Retirement Plan, a defined contribution plan that is
subject to the provisions of ERISA.
Contributions
— Prior to
the Plan being frozen, participants could elect to contribute 1% to 15% of their
pretax annual compensation, as defined in the Plan, subject to certain Internal
Revenue Code (IRC) limitations. The Company also made discretionary matching
contributions equal to a percentage of participants’ elective deferral
contributions. Participants could also rollover amounts representing
distributions from other qualified defined benefit or defined contribution
plans. However, such contributions were not eligible for matching contributions
by the Company.
Participant
Accounts
— Individual
accounts are maintained for each Plan participant. Each participant’s account is
credited with the participant’s contribution, the Company’s matching
contribution, and an allocation of Plan earnings and charged with withdrawals
and an allocation of Plan losses and administrative expenses. Allocations are
based on participant earnings or account balances, as defined. The benefit to
which a participant is entitled is the benefit that can be provided from the
participant’s vested account.
Vesting
— Participants
are vested immediately in their contributions, plus actual earnings thereon. For
participants not 100% vested as a result of the Company merger, vesting in the
Company’s contributions is based on continuous service. A participant vests 20%
each year upon completing two years of service. A participant is 100% vested
after completing six years of service.
Forfeitures
— Prior to
the Plan being frozen, forfeited nonvested accounts were used to reduce Company
contributions. Subsequent to the Plan being frozen, forfeited nonvested accounts
were used to pay administrative expenses and then allocated to
participants.
Investments
—
Participants may direct the investment of their contributions into the nineteen
investment options offered by the Plan.
Participant
Loans
— Prior to May 1,
2006, participants were permitted to borrow from their vested accounts with a
minimum of $1,000 up to a maximum of $50,000 or 50% of their account balance,
whichever was less. The loans were secured by the balance in the participant’s
account. Principal and interest are paid ratably through payroll deductions. As
of May 1, 2006, the Plan no longer offered new loans to participants. The loans
were written with original terms of two to five years. The interest rates were
based on prevailing market conditions when the loans were written and are fixed
over the life of the note. Interest rates on participant loans ranged from 6.50%
to 7.50% at December 31, 2007 and 5.25% to 7.50% at December 31,
2006.
Payment
of
Benefits
— Participants
in the Plan or beneficiaries are eligible to receive a benefit upon their
termination, normal retirement date, early retirement date, death, financial
hardship, or disability, as defined, equal to the amount in their individual
accounts.
2.
|
SUMMARY
OF SIGNIFICANT ACCOUNTING POLICIES
|
Basis of Accounting
— The
accompanying financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of
America.
Use of Estimates
— The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets,
liabilities, and changes therein and disclosure of contingent assets and
liabilities. Actual results could differ from these estimates.
Risks and Uncertainties
—
The Plan utilizes various investment instruments, including mutual funds and a
common collective fund. Investment securities, in general, are exposed to
various risks, such as interest rate, credit, and overall market volatility. Due
to the level of risk associated with certain investment securities, it is
reasonably possible that changes in the values of investment securities will
occur in the near term and that such changes could result in investment security
values that are materially different from the amounts reported in the financial
statements.
Investment Valuation and Income
Recognition
— The Plan’s investments are stated at fair value except
for the Marshall & Ilsley Stable Principal Fund (the “Fund”), which is
stated at fair value and then adjusted to contract value. The Fund invests in
guaranteed investment contracts. Fully benefit-responsive investment contracts
are valued at fair value. Under the terms of the investment contracts, the
crediting interest rate is determined semi-annually based on the insurance
company’s applicable rate schedule. There are no limitations on guarantees of
the contracts.
Quoted
market prices were used to value investments held by the Plan as well as the
underlying investments of the Master Trusts in which the Plan invests. Shares of
mutual funds were valued at quoted market prices, which represent the net asset
value of shares held by the Plan at year-end. Participant loans were valued at
the outstanding loan balances.
Purchases
and sales of securities are recorded on a trade-date basis. Interest income is
recorded on the accrual basis. Dividends are recorded on the ex-dividend date.
The statements of changes in net assets available for benefits reflect income
credited to participants and net appreciation or depreciation in fair value of
only those investments that are not fully benefit responsive.
Management
fees and operating expenses charged to the Plan for investments in the mutual
funds are deducted from income earned on a daily basis and are not separately
reflected. Consequently, management fees and operating expenses are reflected as
a reduction of investment return for such investments.
Administrative
Expenses
— Trust fees are
paid by the Corporation. All administrative expenses of the Plan were paid by
the Corporation for the year ended December 31, 2007.
Payment of
Benefits
— Benefit
payments to participants are recorded upon distribution. There were no amounts
allocated to participants who elected to withdraw from the Plan but were not yet
paid as of December 31, 2007 and 2006.
Pending New Accounting
Guidance
—
In
September 2006 the Financial Accounting Standards Board issued Statement of
Accounting Standard 157,
Fair Value
Measurements
(SFAS 157), which is effective for the plan January 1, 2008.
SFAS 157 provides enhanced guidance for using fair value to measure assets and
liabilities. The standard applies whenever other standards require or permit
assets or liabilities to be measured at fair value. Under the standard, fair
value refers to the price at the measurement date that would be received to sell
an asset or paid to transfer a liability in an orderly transaction between
market participants in which the reporting entity is engaged. The standard does
not expand the use of fair value in any new circumstances. Adoption of SFAS 157
is not expected to have a material affect on the Plan.
The
Plan’s investments that represented 5% or more of the Plan’s net assets
available for benefits as of December 31, 2007 and 2006, are as
follows:
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
M&I
Master Trust — M&I Stock Fund*
|
|
$
|
-
|
|
|
$
|
172,216
|
|
M&I
Master Trust — Growth Balanced Fund*
|
|
|
295,627
|
|
|
|
|
|
M&I
Master Trust — Moderate Balanced Fund*
|
|
|
148,602
|
|
|
|
|
|
M&I
Master Trust — Aggressive Stock Fund*
|
|
|
204,363
|
|
|
|
241,075
|
|
Marshall
Mid-Cap Value Fund*
|
|
|
166,489
|
|
|
|
252,672
|
|
Marshall
International Stock Fund*
|
|
|
312,954
|
|
|
|
327,127
|
|
Vanguard
Institutional Index Fund
|
|
|
350,966
|
|
|
|
423,755
|
|
Goldman
Sachs Small-Cap Value Fund
|
|
|
149,058
|
|
|
|
211,873
|
|
Nicholas
Fund
|
|
|
|
|
|
|
188,729
|
|
Davis
Venture
|
|
|
164,721
|
|
|
|
|
|
M&I
Stable Principal Fund*
|
|
|
|
|
|
|
240,679
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
*Represents
party-in interest
|
|
|
|
|
|
|
|
|
During
the years ended December 31, 2007 and 2006, the Plan’s investments
(including gains and losses on investments bought and sold, as well as held
during the year) appreciated in value as follows:
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
Mutual
funds
|
|
$
|
90,304
|
|
|
$
|
328,495
|
|
|
|
|
|
|
|
|
|
|
Net
appreciation in fair value of investments
|
|
$
|
90,304
|
|
|
$
|
328,495
|
|
4.
|
INTEREST
IN MASTER TRUSTS
|
Certain
of the Plan’s investment assets are held in trust accounts at the Trustee and
consist of undivided interests in investments. The “Master Trusts are
established by the Corporation and administered by the Trustee. Use of the
Master Trusts permits the commingling of the Plan’s assets with the assets of
the NYCE 401(k) Plan and the M&I Retirement Plan for investment and
administrative purposes. Effective November 1, 2007 the NYCE 401(k) Plan exited
the trusts. Although assets of the remaining plans are commingled in the Master
Trusts, the Trustee maintains supporting records for the purpose of allocating
the net gain or loss of the investment account to the participating plans. The
net investment income of the investment assets is allocated by the Trustee to
each participating plan based on the relationship of the interest of each plan
to the total of the interests of the participating plans.
The
Plan’s investments and income in the Master Trusts at December 31, 2007 and
2006, respectively, are summarized as follows:
M&I
Master Trust — Aggressive Stock Fund
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
Investments
— whose fair value is determined based on
quoted market prices
— mutual funds
|
|
$
|
79,471,498
|
|
|
$
|
116,363,654
|
|
|
|
|
|
|
|
|
|
|
Net
assets of the M&I Master Trust — Aggressive
Stock
Fund
|
|
$
|
79,471,498
|
|
|
$
|
116,363,654
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in net assets of the M&I Master Trust —
Aggressive Stock
Fund
|
|
$
|
204,363
|
|
|
$
|
241,075
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in M&I Master Trust — Aggressive
Stock Fund as a
percentage of the total
|
|
|
0.26
|
%
|
|
|
0.21
|
%
|
|
|
|
|
|
|
|
|
|
Dividend
and interest income
|
|
$
|
888,082
|
|
|
$
|
942,819
|
|
Net
appreciation in the fair value of investments —
mutual
funds
|
|
|
11,358,201
|
|
|
|
14,455,227
|
|
|
|
|
|
|
|
|
|
|
Total
M&I Master Trust — Aggressive Stock Fund income
|
|
$
|
12,246,283
|
|
|
$
|
15,398,046
|
|
M&I
Master Trust — Growth Balanced Fund
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
Investments
— whose fair value is determined based on
quoted market prices
— mutual funds
|
|
$
|
90,305,498
|
|
|
$
|
127,634,361
|
|
|
|
|
|
|
|
|
|
|
Net
assets of the M&I Master Trust — Growth
Balanced
Fund
|
|
$
|
90,305,498
|
|
|
$
|
127,634,361
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in net assets of the M&I Master Trust —
Growth Balanced
Fund
|
|
$
|
295,627
|
|
|
$
|
142,881
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in M&I Master Trust — Growth
Balanced Fund as a
percentage of the total
|
|
|
0.33
|
%
|
|
|
0.11
|
%
|
|
|
|
|
|
|
|
|
|
Dividend
and interest income
|
|
$
|
3,043,328
|
|
|
$
|
2,724,630
|
|
Net
appreciation in the fair value of investments —
mutual
funds
|
|
|
7,437,627
|
|
|
|
10,296,520
|
|
|
|
|
|
|
|
|
|
|
Total
M&I Master Trust — Growth Balanced Fund income
|
|
$
|
10,480,955
|
|
|
$
|
13,021,150
|
|
M&I
Master Trust — Aggressive Balanced Fund
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
Investments
— whose fair value is determined based on
quoted market prices
— mutual funds
|
|
$
|
18,199,895
|
|
|
$
|
18,624,234
|
|
|
|
|
|
|
|
|
|
|
Net
assets of the M&I Master Trust — Aggressive
Balanced
Fund
|
|
$
|
18,199,895
|
|
|
$
|
18,624,234
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in net assets of the M&I Master Trust —
Aggressive Balanced
Fund
|
|
$
|
21,082
|
|
|
$
|
33,025
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in M&I Master Trust — Aggressive
Balanced Fund as a
percentage of the total
|
|
|
0.12
|
%
|
|
|
0.18
|
%
|
|
|
|
|
|
|
|
|
|
Dividend
and interest income
|
|
$
|
359,439
|
|
|
$
|
243,808
|
|
Net
appreciation in the fair value of investments —
mutual
funds
|
|
|
1,451,322
|
|
|
|
1,610,942
|
|
|
|
|
|
|
|
|
|
|
Total
M&I Master Trust — Aggressive Balanced
Fund
income
|
|
$
|
1,810,761
|
|
|
$
|
1,854,750
|
|
M&I
Master Trust — Moderate Balanced Fund
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
Investments
— whose fair value is determined based on
quoted market prices —
mutual funds
|
|
$
|
9,751,289
|
|
|
$
|
8,164,618
|
|
|
|
|
|
|
|
|
|
|
Net
assets of the M&I Master Trust — Moderate
Balanced
Fund
|
|
$
|
9,751,289
|
|
|
$
|
8,164,618
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in net assets of the M&I Master Trust —
Moderate
Balanced Fund
|
|
$
|
148,602
|
|
|
$
|
149,595
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in M&I Master Trust — Moderate
Balanced Fund as a
percentage of the total
|
|
|
1.52
|
%
|
|
|
1.83
|
%
|
|
|
|
|
|
|
|
|
|
Dividend
and interest income
|
|
$
|
361,399
|
|
|
$
|
179,817
|
|
Net
appreciation in the fair value of investments —
mutual
funds
|
|
|
401,452
|
|
|
|
370,800
|
|
|
|
|
|
|
|
|
|
|
Total
M&I Master Trust — Moderate Balanced Fund income
|
|
$
|
762,851
|
|
|
$
|
550,617
|
|
M&I
Master Trust — Diversified Stock Fund
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
Investments
— whose fair value is determined based on
quoted market prices —
mutual funds
|
|
$
|
24,236,217
|
|
|
$
|
23,233,811
|
|
|
|
|
|
|
|
|
|
|
Net
assets of the M&I Master Trust — Diversified
Stock
Fund
|
|
$
|
24,236,217
|
|
|
$
|
23,233,811
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in net assets of the M&I Master Trust
—
Diversified Stock Fund
|
|
$
|
96,038
|
|
|
$
|
94,238
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in M&I Master Trust — Diversified Stock
Fund as a
percentage of the total
|
|
|
0.40
|
%
|
|
|
0.41
|
%
|
|
|
|
|
|
|
|
|
|
Dividend
and interest income
|
|
$
|
318,881
|
|
|
$
|
227,035
|
|
Net
appreciation in the fair value of investments —
mutual
funds
|
|
|
2,027,564
|
|
|
|
2,384,163
|
|
|
|
|
|
|
|
|
|
|
Total
M&I Master Trust — Diversified Stock Fund income
|
|
$
|
2,346,445
|
|
|
$
|
2,611,198
|
|
M&I
Master Trust — Metavante Stock Fund
|
|
2007
|
|
|
|
|
|
Investments
— whose fair value is determined based on
quoted market prices —
common stock
|
|
$
|
54,882,646
|
|
|
|
|
|
|
Net
assets of the M&I Master Trust — Metavante
Stock
Fund
|
|
$
|
54,882,646
|
|
|
|
|
|
|
Plan’s
interest in net assets of the M&I Master Trust —
Metavante
Stock Fund
|
|
$
|
29,428
|
|
|
|
|
|
|
Plan’s
interest in M&I Master Trust — Metavante Stock
Fund as a
percentage of the total
|
|
|
0.05
|
%
|
|
|
|
|
|
Dividend
and interest income
|
|
$
|
3,907
|
|
Net
appreciation in the fair value of
investments — common
stock
|
|
|
77,851,991
|
|
|
|
|
|
|
Total
M&I Master Trust — Metavante Stock Fund
income
(loss)
|
|
$
|
77,855,898
|
|
M&I
Master Trust — M&I Stock Fund
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
Investments
— whose fair value is determined based on
quoted market prices
— common stock
|
|
$
|
192,036,571
|
|
|
$
|
483,516,733
|
|
|
|
|
|
|
|
|
|
|
Net
assets of the M&I Master Trust — M&I
Stock
Fund
|
|
$
|
192,036,571
|
|
|
$
|
483,516,733
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in net assets of the M&I Master Trust —
M&I
Stock Fund
|
|
$
|
101,620
|
|
|
$
|
172,216
|
|
|
|
|
|
|
|
|
|
|
Plan’s
interest in M&I Master Trust — M&I Stock
Fund as a
percentage of the total
|
|
|
0.05
|
%
|
|
|
0.04
|
%
|
|
|
|
|
|
|
|
|
|
Dividend
and interest income
|
|
$
|
11,158,319
|
|
|
$
|
10,761,089
|
|
Net
appreciation (depreciation) in the fair value of
investments —
common stock
|
|
|
(196,568,499
|
)
|
|
|
48,675,405
|
|
|
|
|
|
|
|
|
|
|
Total
M&I Master Trust — M&I Stock Fund
income
(loss)
|
|
$
|
(185,410,180
|
)
|
|
$
|
59,436,494
|
|
At
December 31, 2007, the M&I Master Trust — M&I Stock Fund held
7,125,843 shares of common stock of the Corporation, the sponsoring employer,
with a cost basis of $88,432,538. During the year ended December 31, 2007,
the M&I Master Trust — M&I Stock Fund recorded dividend income of
$11,075,737.
5.
|
FEDERAL
INCOME TAX STATUS
|
The Plan
is a Non-Standardized Prototype Plan (“Prototype Plan”) sponsored by the Trustee
and adopted by the Corporation. The Plan has not requested its own determination
letter from the Internal Revenue Service. However, the Corporation and Plan
administrator believe that the Plan is currently designed and being operated in
compliance with the applicable requirements of the IRC and the Plan continues to
be tax-exempt. Therefore, no provision for income taxes has been included in the
Plan’s financial statements.
6.
|
EXEMPT
PARTY-IN-INTEREST TRANSACTIONS
|
Certain
Plan investments are shares of mutual funds, a common collective fund, and
Master Trusts managed by the Trustee. The Corporation is the trustee as defined
by the Plan and, therefore, these transactions qualify as exempt
party-in-interest transactions. Fees paid by the Plan for investment management
services were included as a reduction of the return earned on each
fund.
Although
it has not expressed any intention to do so, the Company has the right under the
Plan to discontinue its contributions at any time and to terminate the Plan
subject to the provisions set forth in ERISA. In the event that the Plan is
terminated, all participants would be 100% vested in their
accounts.
8.
|
RECONCILIATION
OF FINANCIAL STATEMENTS TO FORM
5500
|
The
reconciliation of net assets available for benefits and changes in net assets
available for benefits per the financial statements to the Form 5500 as of
December 31, 2007 and 2006, and for the year ended December 31, 2007,
is as follows:
|
|
2007
|
|
|
2006
|
|
|
|
|
|
|
|
|
Statement
of net assets available for benefits:
|
|
|
|
|
|
|
Net
assets available for benefits per the financial statements
|
|
$
|
2,779,396
|
|
|
$
|
3,181,404
|
|
Adjustments
from contract value to fair value for fully benefit-responsive
investment contracts
|
|
|
(1,534
|
)
|
|
|
(2,992
|
)
|
|
|
|
|
|
|
|
|
|
Net
assets available for benefits per the Form 5500 —
at fair
value
|
|
$
|
2,777,862
|
|
|
$
|
3,178,412
|
|
|
|
|
|
|
|
|
|
|
Statement
of changes in net assets available for benefits:
|
|
|
|
|
|
|
|
|
Decrease
in net assets per the financial statements
|
|
$
|
(402,008
|
)
|
|
|
|
|
Adjustment
from contract value to fair value for fully benefit-responsive
investment contracts
|
|
|
1,458
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
loss per Form 5500
|
|
$
|
(400,550
|
)
|
|
|
|
|
* * * * * *
SUPPLEMENTAL
SCHE
DULE
MISSOURI
STATE BANK & TRUST COMPANY
RETIREMENT
SAVINGS PLAN
|
|
|
|
|
|
FORM
5500, SCHEDULE H, PART IV, LINE 4i —
SCHEDULE OF ASSETS (HELD
AT END OF YEAR)
AS
OF DECEMBER 31, 2007
|
|
|
|
|
|
|
|
|
|
|
|
Description
of Investment,
|
|
|
|
|
Including
Maturity Date,
|
|
|
|
|
Rate
of Interest, Collateral,
|
|
Current
|
|
Issuer
|
and
Par or Maturity Value
|
|
Value
|
|
|
|
|
|
|
|
|
|
|
|
M&I
Master Trust — Growth Balanced Fund*
|
Master
Trust
|
|
$
|
295,627
|
|
M&I
Master Trust — Aggressive Balanced Fund*
|
Master
Trust
|
|
|
21,082
|
|
M&I
Master Trust — Moderate Balanced Fund*
|
Master
Trust
|
|
|
148,602
|
|
M&I
Master Trust — Diversified Stock Fund*
|
Master
Trust
|
|
|
96,038
|
|
M&I
Master Trust — Aggressive Stock Fund*
|
Master
Trust
|
|
|
204,363
|
|
M&I
Master Trust — Metavante Stock Fund
|
Master
Trust
|
|
|
29,428
|
|
M&I
Master Trust — M&I Stock Fund*
|
Master
Trust
|
|
|
101,620
|
|
Vanguard
Institutional Index Fund
|
Registered
Investment Company
|
|
|
350,966
|
|
Goldman
Sachs Small-Cap Value Fund
|
Registered
Investment Company
|
|
|
149,058
|
|
Marshall
Mid-Cap Value Fund*
|
Registered
Investment Company
|
|
|
166,489
|
|
Marshall
Intermediate Bond Fund*
|
Registered
Investment Company
|
|
|
107,905
|
|
Managers
Special Equity Fund
|
Registered
Investment Company
|
|
|
97,336
|
|
Marshall
Mid-Cap Growth Fund*
|
Registered
Investment Company
|
|
|
138,451
|
|
Marshall
International Stock Fund*
|
Registered
Investment Company
|
|
|
312,954
|
|
Marshall
Large Cap Value Fund*
|
Registered
Investment Company
|
|
|
95,588
|
|
Davis
Venture
|
Registered
Investment Company
|
|
|
164,721
|
|
Marshall
Large Cap Growth & Income Fund*
|
Registered
Investment Company
|
|
|
134,962
|
|
T.
Rowe Price Growth
|
Registered
Investment Company
|
|
|
45,126
|
|
M&I
Stable Principal Fund*
|
Common
Collective Fund
|
|
|
112,751
|
|
Various
participants*
|
Participant
Loans (at interest rates of 6.50%–7.50%)
|
|
|
4,043
|
|
|
|
|
|
|
|
|
|
|
$
|
2,777,110
|
|
|
|
|
|
|
|
*
Represents a party-in-interest
|
|
|
|
|
|
|
|
|
|
|
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the trustees (or
other persons who administer the employee benefit plan) have duly caused this
annual report to be signed on its behalf by the undersigned hereunto duly
authorized.
|
MISSOURI
STATE BANK & TRUST COMPANY RETIREMENT SAVINGS PLAN
|
|
|
|
/s/ Dennis R. Salentine
|
|
Dennis
R. Salentine
Vice
President and Director of Corporate Benefits of the Marshall & Ilsley
Corporation
|
|
|
Date:
June 27, 2008
|
|
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