MODINE MANUFACTURING CO — Director's Dealing 2004

Nov 19, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MODINE MANUFACTURING CO (MOD)
CIK: 0000067347
Period of Report: 2004-11-17

Reporting Person: KELSEY MARGARET C (Sr. Counsel & Asst. Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-11-17	Modine Common Stock	A	7.1144	$34.5551	Acquired	5869.8971	Direct

Footnotes

F1: This total includes 614.6531 units of Modine common stock indirectly held in the Registrant's Modine 401(k) Retirement Plan account and 298.2440 units of Modine Common Stock indirectly held in the Registrant's Modine Deferred Compensation Plan account. The Registrant's Deferred Compensation Plan account was decreased by 0.1747 units due to the trustees account maintenance fees.