SECURITIES AND EXCHANGE COMMISSION

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549



FORM 8-K

CURRENT REPORT


Pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934


Date of Report (Date of earliest event reported):

July 21, 2004

Modine Manufacturing Company

Exact name of registrant as specified in its charter



Wisconsin

1-1373

39-0482000

State or other jurisdiction of incorporation

Commission File Number

I.R.S. Employer Identification Number


1500 DeKoven Avenue, Racine, Wisconsin

53403

Address of principal executive offices

Zip Code


Registrant's telephone number, including area code:

(262) 636-1200


_____________________________________________________________________
(Former name or former address, if changed since last report.)


INFORMATION TO BE INCLUDED IN THE REPORT


Item 5. Other Events and Regulation FD Disclosure .

On July 21, 2004, the Modine Board of Directors declared a quarterly dividend. A copy of the Company's news release relating to that declaration is attached hereto as Exhibit 99.

Item 7. Financial Statements and Exhibits.

Exhibit 99

Press release of Registrant dated July 21, 2004.

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.

Modine Manufacturing Company
 
 

By: /s/D. B. Rayburn

     D. B. Rayburn
     President and Chief Executive Officer
 
 

By: /s/D. R. Zakos

     D. R. Zakos
     Vice President, General Counsel and
     Secretary

EXHIBIT INDEX

Exhibit Number

Description

  
     

99

Press Release of Registrant dated July 21, 2004.