MANITOWOC CO INC — Director's Dealing 2006

Nov 30, 2006

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MANITOWOC CO INC (MTW)
CIK: 0000061986
Period of Report: 2006-11-29

Reporting Person: MUSIAL THOMAS G (Sr. VP Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2006-11-29	Common Stock	M	37070	$9.75	Acquired	108994.076	Direct
2006-11-29	Common Stock	M	35000	$12.615	Acquired	143994.076	Direct
2006-11-29	Common Stock	S	35000	$60.0094	Disposed	108994.076	Direct
2006-11-29	Common Stock	S	37070	$60.0153	Disposed	71924.076	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2006-11-29	Emp StockOption (right to buy)	$9.75	M	37070	Disposed	2010-10-17	Common Stock (37070)	Direct
2006-11-29	Emp StockOption (right to buy)	$12.615	M	35000	Disposed	2012-10-15	Common Stock (35000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	10350.84	Indirect

Footnotes

F1: Average price of shares sold. Sale prices ranged from a low of $60.00 to a high of $60.06.

F2: Average price of shares sold. The sale prices ranged from a low of $60.00 to a high of $60.05.