SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-K/A
[X] ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended March 31, 1994
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR
15(d)OF THE SECURITIES EXCHANGE ACT OF 1934
For the Transition period from to
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Commission file number 1-1373
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MODINE MANUFACTURING COMPANY
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(Exact name of registrant as specified in its charter)
WISCONSIN 39-0482000
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1500 DeKoven Avenue, Racine, Wisconsin 53403
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (414) 636-1200
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Securities Registered pursuant to Section 12(g) of the Act:
Common Stock, $0.625 par value
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(Title of Class)
Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 3 1934 during the preceding 12 months,
and (2) has been subject to such filing requirements for the past
90 days. Yes X No
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Indicate by check mark if disclosure of delinquent filers
pursuant to Item 405 of Regulation S-K is not contained herein,
and will not be contained, to the best of registrant's knowledge,
in definitive proxy or information statements incorporated by
reference in Part III of this Form 10-K or any amendment to this
Form 10-K. ___
Approximately 51% of the outstanding shares are held by non-
affiliates. The aggregate market value of these shares was
approximately $408,200,290 based on the market price of $27.00
per share on June 14, 1994. The remaining outstanding shares are
owned or controlled by or for directors, officers, employees,
retired employees, and their families.
The number of shares outstanding of the registrant's Common
Stock, $0.625 par value, was 29,644,175 at June 14, 1994.
DOCUMENTS INCORPORATED BY REFERENCE
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Portions of the following documents are incorporated by reference
into the parts of this Form 10-K designated to the right of the
document listed.
Incorporated Document Location in Form 10-K
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Annual Report to Shareholders
for the fiscal year ended
March 31, 1994 Part II of Form 10-K
(Items 7, 8)
Part IV of Form 10-K
(Item 14)
1994 Definitive Proxy Statement
dated June 10, 1994 Part III of Form 10-K
(Items 10, 11, 12, 13)
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The undersigned registrant hereby amends the following
document contained within its Annual Report dated March 31, 1994
as set forth in the pages attached hereto:
PART IV
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ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
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(a) The following documents are filed as part of
this Report:
Page in
Annual Report*
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(1) Financial Statements:
Independent Auditors' Report 29
* Incorporated by reference from the
indicated pages of the 1993-94
Annual Report to Shareholders
The signature of Coopers & Lybrand, independent accountants, was
inadvertently omitted from the previously filed EDGAR version of this
document.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this Amendment to be signed
on its behalf by the undersigned, thereunto duly authorized.
Dated: February 20, 1995 Modine Manufacturing Company
A. D. REID
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A. D. Reid, Vice President - Finance
and Chief Financial Officer
W. E. PAVLICK
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W. E. Pavlick, Senior Vice
President, General Counsel
and Secretary
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Shareholders and
Board of Directors
Modine Manufacturing Company
Our report on the consolidated financial statement of Modine
Manufacturing Company and Subsidiaries has been incorporated by
reference in this Form 10-K from the 1994 annual report to
shareholders of Modine Manufacturing Company and Subsidiaries on
page 29 therein. In connection with our audits of such financial
statements, we have also audited the related financial statement
schedules listed in the index on page 18 of this Form 10-K.
In our opinion, the financial statement schedules referred to
above, when considered in relation to the basic financial
statements taken as a whole, present fairly, in all material
respects, the information required to be included therein.
COOPERS & LYBRAND
Coopers & Lybrand
Chicago, Illinois
May 2, 1994
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February 20, 1995
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street
Washington, D.C. 20549
RE: File No. 1-1373
Dear Sir or Madam:
Transmitted herewith is Form 10-K/A, amendment to Annual Report
pursuant to Section 13 or 15(d) of the Securities Exchange Act of
1934.
Three copies of this amendment have been sent to the National
Association of Securities Dealers, Inc.
Very truly yours,
DEAN R. ZAKOS
Dean R. Zakos
Associate General Counsel
and Assistant Secretary
DRZ:ms
c: National Association of Securities Dealers, Inc.
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