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Proc-Type: 2001,MIC-CLEAR
Originator-Name: webmaster@www.sec.gov
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<SEC-DOCUMENT>/in/edgar/work/20000720/0000067347-00-000019/0000067347-00-000019.txt : 20000920
<SEC-HEADER>0000067347-00-000019.hdr.sgml : 20000920
ACCESSION NUMBER:		0000067347-00-000019
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20000719
ITEM INFORMATION:		
FILED AS OF DATE:		20000720

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			MODINE MANUFACTURING CO
		CENTRAL INDEX KEY:			0000067347
		STANDARD INDUSTRIAL CLASSIFICATION:	 [3714
]		IRS NUMBER:				390482000
		STATE OF INCORPORATION:			WI
		FISCAL YEAR END:			0331
</COMPANY-DATA>

		FILING VALUES:
			FORM TYPE:		8-K
			SEC ACT:		
			SEC FILE NUMBER:	001-01373
			FILM NUMBER:		675767
</FILING-VALUES>

			BUSINESS ADDRESS:	
				STREET 1:		1500 DEKOVEN AVE
				CITY:			RACINE
				STATE:			WI
				ZIP:			53403
				BUSINESS PHONE:		4146361200
</BUSINESS-ADDRESS>
</FILER>
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>0001.txt
<TEXT>


               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 19, 2000
                                                 -----------------


                 MODINE MANUFACTURING COMPANY
- ----------------------------------------------------------------------
     (Exact name of registrant as specified in its charter)


      Wisconsin              1-1373            39-0482000
- ----------------------    ------------      -------------------
  (State or other         (Commission        (I.R.S. Employer
  jurisdiction of         File Number)      Identification No.)
   incorporation)


1500 DeKoven Avenue, Racine, Wisconsin             53403
- ----------------------------------------       ------------------
(Address of principal executive offices)          (Zip Code)


Registrant's telephone number, including
area code:                                       (262) 636-1200
                                               ------------------


                         NOT APPLICABLE
- -----------------------------------------------------------------
 (Former name or former address, if changed since last report.)


           An Exhibit Index appears on Page 2 herein.


                        Page 1 of 6 pages







<PAGE>
Item 5.  Other Information.
         -----------------

     On July 19, 2000, Modine Manufacturing Company ("Modine")
announced that it had reached an agreement to cross-license with
Showa Aluminum Corporation each other's existing patents on PF(R)
and SC air-conditioning condensers.  The agreement with Showa and
another with Mitsubishi Heavy Industries give Modine an initial
payment of more than $16 million, contingent royalties of
approximately $27 million on confirmation of the validity of
Modine's PF patents, and additional contingent royalties that
could meet or exceed that amount over the next eight years.

     The agreements settle the companies' respective lawsuits on
the subject technology.

     A copy of the news release is attached hereto as Exhibit 20.


Item 7.  Financial Statements and Exhibits.
         ---------------------------------

     (c)  Exhibits.
          --------

Reference Number
per Item 601 of
Regulation S-K                                                       Page
- ----------------                                                     ----

      1             Not applicable.

      2             Not applicable.

      4(a)          Rights Agreement dated as of October 16,
                    1986 between the Registrant and First
                    Chicago Trust Company of New York
                    (Rights Agent) (filed by reference to
                    the Registrant's Annual Report on
                    Form 10-K for the fiscal year ended
                    March 31, 1997).

      4(a)(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
                    Annual Report on Form 10-K for the
                    fiscal year ended March 31, 2000).

      4(a)(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
                    Annual Report on Form 10-K for the
                    fiscal year ended March 31, 2000).
<PAGE>
Reference Number
per Item 601 of
Regulation S-K                                                       Page
- ----------------                                                     ----

      4(a)(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)
                    (filed by reference to the exhibit
                    contained within the Registrant's
                    Quarterly  Report on Form 10-Q dated
                    December 26, 1996).

      4(a)(iv)      Rights Agreement Amendment No. 4 dated
                    as of November 10, 1997 between the
                    Registrant and Norwest Bank Minnesota,
                    N.A., (Rights Agent) (filed by reference
                    to the exhibit contained within the
                    Registrant's Quarterly Report on
                    Form 10-Q dated December 26, 1997.)

                    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 noted
                    above, 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.  The Registrant agrees to
                    furnish copies of such instruments to
                    the Commission upon request.

     16             Not applicable.

     17             Not applicable.

    *20             News Release of Modine Manufacturing
                    Company dated July 19, 2000.                      6

     23             Not applicable.

     24             Not applicable.

     27             Not applicable.


*Filed herewith.








<PAGE>
                           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.

Date:  July 19, 2000.

                              MODINE MANUFACTURING COMPANY


                              By:  D. R. JOHNSON
                                 ----------------------------------
                                   D. R. Johnson, President
                                   and Chief Executive Officer


                              By:  W. E. PAVLICK
                                 ----------------------------------
                                   W. E. Pavlick, Senior Vice
                                   President, General Counsel,
                                   and Secretary
<PAGE>

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-20
<SEQUENCE>2
<FILENAME>0002.txt
<TEXT>

                           EXHIBIT 20

                          NEWS RELEASE

Immediate

Gerald J. Sweda

(262) 636-1361

Modine reaches patent-settlement and license agreements

     RACINE, Wis., July 19, 2000  -  Modine Manufacturing
Company (Nasdaq: MODI) and Showa Aluminum Corporation have
reached an agreement to cross-license each other's existing
patents on PF(R) and SC air-conditioning condensers. The
agreement with Showa and another with Mitsubishi Heavy
Industries give Modine an initial payment of more than $16
million, contingent royalties of approximately $27 million in
about a year, and additional contingent royalties that could
meet or exceed that amount over the next eight years.

     The agreements settle the companies' respective lawsuits
on the subject technology. Besides the initial payments, they
also call for running royalties and future lump-sum payments
contingent on confirmation of the validity of Modine's PF
patents in Japan, Europe, and the United States and on
Showa's and Mitsubishi's future sales of the subject
condensers.

     The parallel-flow design of heat exchangers with micro-
channels was introduced by Modine in 1986.  It was
significantly more efficient in heat transfer than existing
designs and quickly became a standard in the automotive
industry because it helped automakers convert to non-CFC
(chlorofluorocarbon) refrigerants. Modine has notified other
infringers of its rights to the technology.  In addition,
Modine reached earlier settlements with several Japanese
competitors that resulted in lump-sum payments plus running
royalties.  On Feb. 17, 2000, Modine announced that it had
filed a complaint in the U.S. district court in Milwaukee
against Delphi Automotive Systems Corporation for
infringement of a PF patent. Modine has also commenced
similar litigation against several competitors in Europe.

     Modine is a world leader at solving heating and cooling
problems in vehicles, buildings, and off-highway and industrial
equipment.  Modine has annual sales of more than $1 billion and
has about 8,300 employees worldwide.  Modine can be found on the
Internet at www.modine.com.
            --------------

     This new release's forward-looking statements about possible
future royalty payments involve risks and uncertainties, as
detailed on page 17 of Modine's 2000 Annual Report to
shareholders.


                              ####
<PAGE>

</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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