EXHIBIT 99.1

                              GROVE INVESTORS, INC.

                FORM OF PROXY SOLICITED BY THE BOARD OF DIRECTORS

                FOR A SPECIAL MEETING TO BE HELD ON JULY 31, 2002

         The undersigned stockholder(s) of Grove Investors, Inc., a Delaware
corporation (the "Company"), hereby appoint(s) Jeffry D. Bust and Stephen L.
Cripe and each of them, as proxies for the undersigned, with full power of
substitution, for and in the name, place and stead of the undersigned, to
attend the Special Meeting of Stockholders of the Company to be held at the
offices of Skadden, Arps, Slate, Meagher & Flom (Illinois), 333 West Wacker
Drive, Chicago, Illinois on July 31, 2002 at 10:00 a.m., local time, and any
adjournment(s) or postponement(s) thereof, and to cast on behalf of the
undersigned the number of votes the undersigned would be entitled to vote if
personally present as set forth herein and otherwise to represent the
undersigned at the meeting with all powers possessed by the undersigned if
personally present at the meeting. The undersigned acknowledges receipt of
the Notice of the Special Meeting of Stockholders and the accompanying Proxy
Statement and Prospectus and releases any proxy heretofore given with respect
to such meeting.

THIS PROXY, WHEN PROPERLY EXECUTED, WILL BE VOTED IN THE MANNER DIRECTED HEREIN
BY THE UNDERSIGNED STOCKHOLDER. IF NO DIRECTION IS MADE, THIS PROXY WILL BE
VOTED FOR APPROVAL AND ADOPTION OF THE MERGER AGREEMENT, AS SET FORTH IN
PARAGRAPH 1 ON THE REVERSE SIDE.


GROVE INVESTORS, INC.               PROXY FOR SPECIAL MEETING

         This proxy is revocable at any time before it is exercised and the
undersigned reserve(s) the right to attend the meeting and vote in person.

                                    PROPOSAL

         The Board of Directors recommends a vote "FOR" the listed proposal.

         1. Proposal for approval and adoption of the Agreement and Plan of
Merger, dated as of March 18, 2002, by and among The Manitowoc Company, Inc.,
Giraffe Acquisition, Inc. and the Company.

            [_] FOR         [_] AGAINST        [_] ABSTAIN

         2. In their discretion, the proxies are authorized to vote upon such
other business as may properly come before the meeting.

The undersigned hereby ratifies and confirms all that said attorneys and
proxies, or any one or more of them or their substitute or substitutes, may
lawfully do or cause to be done by virtue hereof and any prior proxies are
hereby revoked.

                                    Dated:_____________________, 2002



                                    ---------------------------------
                                    Signature


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                                    Signature

                                    Your signature should be as your name
                                    appears hereon. When signed in a fiduciary
                                    or representative capacity please show your
                                    full title as such. For joint accounts each
                                    joint owner should sign.

                                    PLEASE DATE, SIGN AND RETURN IN THE ENCLOSED
                                    POSTMARKED ENVELOPE PROMPTLY.