8-K

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):

October 20, 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

Check the appropriate below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions.

[ ] Written communications pursuant to Rule 425 under the Securities Act

[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act

[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

TABLE OF CONTENTS

ITEM 8.01.     Other Events.

ITEM 9.01.     Exhibits

SIGNATURE

Exhibit Index

EX-99     Press release dated October 20, 2004.

INFORMATION TO BE INCLUDED IN THE REPORT

Item 8.01.   Other Events.

On October 20, 2004, the Modine Board of Directors approved and adopted a Resolution to increase dividend payments. A copy of the Company's news release relating to that resolution is attached hereto as Exhibit 99.

Item 9.01.   Exhibits.

Exhibit 99 Press Release

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

Date: October 20, 2004

EXHIBIT INDEX

Exhibit Number	Description
Exhibit 99	Modine Manufacturing Company's press release dated October 20, 2004 announcing a dividend increase.

EX-99

Exhibit 99

For Immediate Release
Investor Contact: Dave Prichard 262-636-8434 d.a.prichard@na.modine.com
Media Contact: Lori Stafford 262-636-1001 l.stafford@na.modine.com

Modine Board of Directors Approves Mid-Year Common Stock Dividend Increase of 6.6 Percent

Racine, WI, October 20, 2004 -- Modine Manufacturing Company (NYSE: MOD), a world leader in thermal management, announced today that its Board of Directors has approved a 6.6 percent increase in the Company's annual common stock dividend rate to 65 cents per share from 61 cents per share.

The dividend will be payable quarterly at 16.25 cents per share, with the next payment date on December 2, 2004 to shareholders of record as of the close of business on November 19, 2004.

"Our expectation for continued earnings growth and solid cash flow generation enables us to provide this interim dividend increase in the middle of our fiscal year," said David Rayburn, Modine's President and Chief Executive Officer. "This dividend hike follows 11 percent and 10 percent increases in May of 2004 and May of 2003 and reinforces our confidence in the Company's future performance and direction and our strong balance sheet."

"In our efforts to deliver the best possible return to our shareholders," Rayburn added, "we will continue to focus on dividends as a key component through the maintenance of a strong earnings payout ratio."

Modine, with fiscal 2004 revenues of $1.2 billion, specializes in thermal management systems and components, bringing heating and cooling technology and solutions to diversified global markets. The Company's products are used in light, medium, and heavy-duty vehicles, HVAC equipment, industrial equipment, refrigeration systems, fuel cells and electronics. Modine employs more than 8,500 people worldwide at 35 facilities. More information about Modine can be found at www.modine.com.

This news release may contain statements, including information about future financial performance, accompanied by phrases such as "believes," "estimates," "expects," "plans," "anticipates," "will," "intends," and other similar "forward-looking" statements, as defined in the Private Securities Litigation Reform Act of 1995. Modine's actual results, performance or achievements may differ materially from those expressed or implied in these statements, because of certain risks and uncertainties, which are identified on page 31 of the Company's 2004 Annual Report to Shareholders and other recent Company filings with the Securities and Exchange Commission. Modine does not assume any obligation to update any of these forward-looking statements.