SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K/A
AMENDMENT NO. 1 TO CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act
of 1934
Date of Report (Date of earliest event reported): December 18, 1996
MODINE MANUFACTURING COMPANY
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(Exact name of registrant as specified in its charter)
Wisconsin 1-1373 39-0482000
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
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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NOT APPLICABLE
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(Former name or former address, if changed since last report.)
An Exhibit Index appears on Page 2 herein.
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The undersigned registrant hereby amends the following
items, financial statements, exhibits or other portions of its
CURRENT REPORT on Form 8-K dated December 18, 1996 as set forth
in Item 5 below:
Item 5. Other Information.
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The par value of a share of Series A Participating Preferred
Stock was incorrectly stated in the Form 8-K dated December 18, 1996.
The correct par value of a share of Series A Participating Preferred
Stock is $0.025 per share.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits
Reference Number
Per Item 601 of
Regulation S-K Page
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1 Not Applicable
2 Not Applicable
4(a) Rights Agreement dated as of
October 16, 1986 between the
Registrant and the First National
Bank of Chicago (Rights Agent)
(filed by reference to the Exhibit
contained in the Registrant's
Annual Report on Form 10-K for the
fiscal year ended March 31, 1997).
4(b)(i) Rights Agreement Amendment No. 1
dated as of January 18, 1995 between
the Registrant and First Chicago
Trust Company of New York (Rights
Agent) (filed by reference to the
exhibit contained within the
Registrant's Current Report on
Form 8-K dated January 13, 1995).
4(b)(ii) Rights Agreement Amendment No. 2
dated as of January 18, 1995 between
the Registrant and First Chicago Trust
Company of New York (Rights Agent)
(filed by reference to the exhibit
contained within the Registrant's
Current Report on Form 8-K dated
January 13, 1995).
4(b)(iii) Rights Agreement Amendment No. 3
dated as of October 15, 1996, between
the Registrant and First Chicago Trust
Company of New York (Rights Agent)
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Reference Number
Per Item 601 of
Regulation S-K Page
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(filed by reference to the exhibit
contained within the Registrant's
Quarterly Report on Form 10-Q dated
December 26, 1996).
Note: The amount of long-term debt
authorized under any instrument
defining the rights of holders of
long-term debt of the Registrant,
other than as notedabove, does not
exceed ten percent of the total
assets of the Registrant and its
subsidiaries on a consolidated
basis. Therefore, no such
instruments are required to be
filed as exhibits to this Form 8-K/A.
The Registrant agrees to furnish
copies of such instruments to the
Commission upon request.
16 Not applicable
17 Not applicable
20 Not applicable
23 Not applicable
24 Not applicable
27 Not applicable
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.
Dated: January 28, 1998.
MODINE MANUFACTURING COMPANY
(Registrant)
By: W. E. PAVLICK
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W. E. Pavlick,
Senior Vice President,
General Counsel and Secretary
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