MANITOWOC CO INC — Director's Dealing 2008

May 13, 2008

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MANITOWOC CO INC (MTW)
CIK: 0000061986
Period of Report: 2008-05-09

Reporting Person: LAURINO CARL J (N/A)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2008-05-09	Common Stock	M	9000	$4.875	Acquired	46969.6478	Direct
2008-05-09	Common Stock	M	24000	$8.725	Acquired	70969.6478	Direct
2008-05-09	Common Stock	M	23314	$6.3075	Acquired	94283.6478	Direct
2008-05-09	Common Stock	F	9752	$40.3	Disposed	84531.6478	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2008-05-09	101700EmpStockOption (rtb)	$4.875	M	9000	Disposed	2010-10-17	Common Stock (9000)	Direct
2008-05-09	022102EmpStockOption (rtb)	$8.725	M	24000	Disposed	2012-02-21	Common Stock (24000)	Direct
2008-05-09	101502EmpStockOption (rtb)	$6.3075	M	23314	Disposed	2012-10-15	Common Stock (23314)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1200	Indirect
Common Stock	18628.4968	Indirect

Footnotes

F1: Consists of shares held under the company's 401(k) plan, the Manitowoc company, Inc. RSVP Profit Sharing Plan, including minus 65.0942 shares as a result of changes in balances ocurring between 12/31/06 and 12/31/07, which are exempt from Section 16(b) pursuant to Rule 16b-3 and exempt from reporting pursuant to Rule 16a-3(f)(1)(i)(B). The information in this report is based on a plan statement dated as of 12/31/07. From time to time the plan administrator collects maintenance fees related to the RSVP Plan, which may result in the number of shares held by a participant in the RSVP Plan declining by a marginal amount.