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):

July 22, 2010

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.

o Written communications pursuant to Rule 425 under the Securities Act

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

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

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

TABLE OF CONTENTS

Item 5.07 Submission of Matters to a Vote of Security Holders

Item 9.01 Financial Statements and Exhibits

Signature

INFORMATION TO BE INCLUDED IN THE REPORT

Item 5.07 Submission of Matters to a Vote of Security Holders

Election of Directors

On July 22, 2010, the shareholders of Modine Manufacturing Company voted to elect Thomas A. Burke, Charles P. Cooley and Gary L. Neale to serve as directors until the 2013 Annual Meeting of Shareholders and until their successors are duly elected and qualified.  The results of the vote were as follows:

Director	For	Against	Abstain	Broker Non-Votes
Thomas A. Burke	39,484,012	367,303	56,056	3,975,614
Charles P. Cooley	39,633,033	306,458	64,945	3,975,614
Gary L. Neale	39,311,923	430,333	165,115	3,975,614

Ratification of Independent Registered Public Accounting Firm

The shareholders ratified the appointment of PricewaterhouseCoopers LLP as the Company’s independent registered public accounting firm with 43,537,021 votes for ratification, 281,019 votes against and 64,945 votes abstaining.

Attached to this Current Report on Form 8-K as Exhibit 99.1 is a copy of the Company’s press release reporting the voting on the matters presented at the annual meeting.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibit No. Description

99.1 Press Release dated July 22, 2010 relating to voting results of the 2010 Annual Meeting of Shareholders

SIGNATURE

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/ Thomas A. Burke

Thomas A. Burke

President and Chief Executive Officer

By: /s/ Margaret C. Kelsey

Margaret C. Kelsey

Vice President – Corporate Development,

General Counsel and Secretary

Date: July 26, 2010

EXHIBIT INDEX

Exhibit No. Description

99.1 Press Release dated July 22, 2010 relating to voting results of the 2010 Annual Meeting of Shareholders

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

Contact: Susan Fisher262-636-8434  s.h.fisher@na.modine.com

Modine Announces Annual Meeting Results

RACINE, WI, July 22, 2010 -- Modine Manufacturing Company (NYSE: MOD), a diversified global leader in thermal management technology and solutions, announced that shareholders approved measures voted on at the company's annual meeting held today.  Shareholders took action as follows:

· Elected three directors, Thomas A. Burke, Charles P. Cooley, and Gary L. Neale for terms expiring in 2013; and

· Ratified the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm.

A total of 43,882,985 shares, constituting 94.86 percent of the outstanding shares entitled to vote, were represented at the meeting, which was held in The Pfister Hotel in Milwaukee, WI, and chaired by Gary L. Neale, Non-Executive Chairman of the Board.

During the meeting, Thomas A. Burke, Modine President and Chief Executive Officer, and Michael B. Lucareli, Vice President, Finance, Chief Financial Officer and Treasurer reviewed the company's fiscal 2010 performance.

About Modine - www.modine.com

With fiscal 2010 revenues of $1.2 billion, Modine Manufacturing Company specializes in thermal management systems and components, bringing highly engineered heating and cooling technology and solutions to diversified global markets. Our products are used in light, medium and heavy-duty vehicles; agricultural, construction and industrial equipment; heating, ventilation, air conditioning and refrigeration systems; and alternative energy systems. We employ approximately 6,000 people at 30 facilities in 14 countries.  Our company’s stock trades on the New York Stock Exchange under the ticker symbol MOD.  For more information, please visit www.modine.com.

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