1
                                                                     EXHIBIT 24

   POWER OF ATTORNEY FOR ANNUAL REPORT ON FORM 10-K


     Each of the undersigned directors of Manpower Inc. (the "Company") hereby
constitutes and appoints Mitchell S. Fromstein and Jon F. Chait, and each of
them, the undersigned's true and lawful attorney-in- fact and agent, with full
power of substitution and resubstitution, for the undersigned and in the
undersigned's name, place and stead, in any and all capacities, to sign for the
undersigned and in the undersigned's name in the capacity as a director of the
Company the Annual Report on Form 10-K for the Company's fiscal year ended
December 31, 1996, and to file the same, with all exhibits thereto, and other
documents in connection therewith, with the Securities and Exchange Commission
and any other regulatory authority, granting unto said attorney-in-fact and
agent full power and authority to do and perform each and every act and thing
requisite and necessary to be done in and about the premises, as fully and to
all intents and purposes as the undersigned might or could do in person, hereby
ratifying and confirming all that said attorney-in-fact and agent, or the
undersigned's substitute, may lawfully do or cause to be done by virtue hereof.

     IN WITNESS WHEREOF, the undersigned have each executed this Power of
Attorney for Annual Report on Form 10-K, on one or more counterparts, this 27th
day of March, 1997.


/s/ Audrey Freedman                /s/ Dudley J.Godfrey, Jr.
- ----------------------             ---------------------------
Audrey Freedman                    Dudley J. Godfrey,Jr.


/s/ Marvin B. Goodman              /s/ J. Ira Harris
- ----------------------             ---------------------------
Marvin B. Goodman                  J. Ira Harris


/s/ Terry A. Hueneke               /s/ Newton N. Minow
- ----------------------             ---------------------------
Terry A. Hueneke                   Newton N. Minow


/s/ Gilbert Palay                  /s/ Dennis Stevenson
- ----------------------             ---------------------------
Gilbert Palay                      Dennis Stevenson