MODINE MANUFACTURING CO — Director's Dealing 2004

Oct 21, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MODINE MANUFACTURING CO (MOD)
CIK: 0000067347
Period of Report: 2004-10-20

Reporting Person: HETRICK ROGER L (VP, Human Resources)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-10-20	Modine common stock	A	8.3168	$30.4814	Acquired	26755.7876	Direct

Footnotes

F1: This total includes 1,247.9846 units of Modine common stock indirectly held in the Registrant's Modine 401(k) Retirement Plan account, 1,353.7650 units of Modine common stock indirectly held in the Registrant's Modine Deferred Compensation Plan account and 2,335.093 shares of Modine common stock held through Modine's Dividend Reinvestment Plan account. The Registrant's Deferred Compensation PLan account was decreased by 0.8078 units due to the trustee's maintenance fees for the account.