-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ItSDXN2kd3lsVMZPVAg9sKBNIkC13cZ1OzRS592lGxg8cgsms9B3ILO56PPLN+rr DZWQivzVTn+KMa5+DY5VqQ== 0000067347-04-000050.txt : 20040122 0000067347-04-000050.hdr.sgml : 20040122 20040122170054 ACCESSION NUMBER: 0000067347-04-000050 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040120 FILED AS OF DATE: 20040122 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MODINE MANUFACTURING CO CENTRAL INDEX KEY: 0000067347 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 390482000 STATE OF INCORPORATION: WI FISCAL YEAR END: 0331 BUSINESS ADDRESS: STREET 1: 1500 DEKOVEN AVE CITY: RACINE STATE: WI ZIP: 53403 BUSINESS PHONE: 2626361200 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FELDMANN KLAUS A CENTRAL INDEX KEY: 0001185596 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-01373 FILM NUMBER: 04538128 BUSINESS ADDRESS: STREET 1: MODINE MANUFACTURING CO STREET 2: 1500 DEKOVEN AVE CITY: RACINE STATE: WI ZIP: 53403 BUSINESS PHONE: 2626361464 4 1 primary_doc.xml PRIMARY DOCUMENT X0201 4 2004-01-20 0 0000067347 MODINE MANUFACTURING CO MODI 0001185596 FELDMANN KLAUS A 0 1 0 0 Group Vice President Modine common stock 2004-01-20 4 A 0 3000 0 A 18800 D Employee Stock Options (Right to buy) 29.17 2004-01-20 4 A 0 12000 0 A 2004-01-20 2014-01-20 common stock 12000 12000 D /s/D. R. Zakos, Attorney-in-Fact for K. A. Feldmann 2004-01-22 EX-99 3 poa-kaf111803.htm POWER OF ATTORNEY POWER OF ATTORNEY

POWER OF ATTORNEY


     Know all by these presents that the undersigned hereby constitutes and appoints each of Modine Manufacturing Company's President and Chief Executive Officer, Vice President, General Counsel and Secretary and Senior Counsel and Assistant Secretary, signing singly, the undersigned's true and lawful attorney-in-fact to:

(1)   execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Modine Manufacturing Company (the "Company"), Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;

(2)   do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4 or 5 and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

(3)   take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

     The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

     This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4 and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

     IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this the 18th day of November, 2003.



/s/ K. A. Feldmann               
Signature



K. A. Feldmann                  
Print Name

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