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Proc-Type: 2001,MIC-CLEAR
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<SEC-DOCUMENT>0001157523-03-006194.txt : 20031104
<SEC-HEADER>0001157523-03-006194.hdr.sgml : 20031104
<ACCEPTANCE-DATETIME>20031103184107
ACCESSION NUMBER:		0001157523-03-006194
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20031103
ITEM INFORMATION:		Other events
ITEM INFORMATION:		Financial statements and exhibits
FILED AS OF DATE:		20031104

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			ACTUANT CORP
		CENTRAL INDEX KEY:			0000006955
		STANDARD INDUSTRIAL CLASSIFICATION:	MISC INDUSTRIAL & COMMERCIAL MACHINERY & EQUIPMENT [3590]
		IRS NUMBER:				390168610
		STATE OF INCORPORATION:			WI
		FISCAL YEAR END:			0831

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-11288
		FILM NUMBER:		03974043

	BUSINESS ADDRESS:	
		STREET 1:		6101 N. BAKER RD.
		CITY:			MILWAUKEE
		STATE:			WI
		ZIP:			53209
		BUSINESS PHONE:		4143524160

	MAIL ADDRESS:	
		STREET 1:		6101 N BAKER RD.
		CITY:			MILWAUKEE
		STATE:			WI
		ZIP:			53209

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	APPLIED POWER INC
		DATE OF NAME CHANGE:	19920703

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	APPLIED POWER INDUSTRIES INC
		DATE OF NAME CHANGE:	19730123
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>a4507998.txt
<DESCRIPTION>ACTUANT CORP.  8-K
<TEXT>


                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 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): November 3, 2003



                               ACTUANT CORPORATION
             (Exact name of Registrant as specified in its charter)


            Wisconsin                  1-11288               39-0168610
   (State or other jurisdiction    (Commission File        (I.R.S. Employer
         of incorporation)             Number)            Identification No.)



                              6100 North Baker Road
                               Milwaukee, WI 53209

           Mailing address: P.O. Box 3241, Milwaukee, Wisconsin 53201
               (Address of principal executive offices) (Zip code)

       Registrant's telephone number, including area code: (414) 352-4160


<PAGE>


                               Actuant Corporation

                           Current Report on Form 8-K

Item 5.  Other Events and Regulation FD Disclosure.

On November 3, 2003, Actuant Corporation issued a press release announcing its
proposed offering of $100 million convertible senior subordinated debentures. A
copy of the press release is attached as Exhibit 99.1 to this Form 8-K.

Item 7.  Financial Statements and Exhibits.

(c)      Exhibits:

         99.1      Press release issued by Actuant Corporation on November 3,
                   2003 announcing its proposed offering of $100 million
                   convertible senior subordinated debentures.



                                    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.



                                               ACTUANT CORPORATION
                                                        (Registrant)


         Date:  November 3, 2003               By:  /s/ Andrew G. Lampereur
                                               ---------------------------------
                                               Andrew G. Lampereur
                                               Vice President and Chief
                                               Financial Officer

Exhibit Index

Number   Description
- ------   -----------
99.1     Press release issued by Actuant Corporation on November 3, 2003
         announcing its proposed offering of $100 million convertible senior
         subordinated debentures.


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>3
<FILENAME>a4507998_ex991.txt
<DESCRIPTION>ACTUANT CORP.   EXHIBIT 99.1
<TEXT>
                                                                  Exhibit 99.1



                Actuant Announces Proposed Offering of
       $100 Million Convertible Senior Subordinated Debentures

    MILWAUKEE--(BUSINESS WIRE)--Nov. 3, 2003--Actuant Corporation
(NYSE:ATU) announced today its intention to sell, subject to market
and other conditions, $100 million aggregate principal amount of its
Convertible Senior Subordinated Debentures due 2023 (the "Debentures")
in a private, unregistered offering to "qualified institutional
buyers," pursuant to Rule 144A under the Securities Act of 1933, as
amended. Actuant intends to grant the initial purchasers a 13 day
over-allotment option to purchase up to an additional $25 million
aggregate principal amount of the Debentures. The Debentures will be
convertible into shares of Actuant's common stock, subject to certain
conditions.
    Proceeds from the offering will be used to repay a portion of the
borrowings under the Company's senior credit facility and for other
general corporate purposes, which may include possible repurchases of
outstanding 13% Senior Subordinated Notes due 2009, working capital
and possible future acquisitions.
    The Debentures to be offered and the shares of common stock
issuable upon their conversion have not been registered under the
Securities Act of 1933, and may not be offered or sold absent
registration or an applicable exemption from the registration
requirements of the Securities Act. This press release does not
constitute an offer to sell or the solicitation of an offer to buy any
of the Debentures or the shares of common stock issuable upon
conversion of the Debentures, and shall not constitute an offer,
solicitation or sale in any jurisdiction in which such offer,
solicitation or sale is unlawful.

    Safe Harbor Statement

    Certain of the above comments represent forward-looking statements
made pursuant to the provisions of the Private Securities Litigation
Reform Act of 1995. Management cautions that these statements are
based on current estimates of future performance and are highly
dependent upon a variety of factors, which could cause actual results
to differ from these estimates. Actuant's results are also subject to
general economic conditions, variation in demand from customers, the
impact on the economy of terrorist attacks and other geopolitical
activity, the length of the current recession in the Company's
markets, continued market acceptance of the Company's new product
introductions, the successful integration of business unit
acquisitions and related restructuring, operating margin risk due to
competitive pricing and operating efficiencies, supply chain risk,
material and labor cost increases, foreign currency fluctuations and
interest rate risk. See the Company's periodic reports filed with the
Securities and Exchange Commission for further information regarding
risk factors.

    CONTACT: Actuant Corporation
             Andrew Lampereur, 414-352-4160


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