X0201 4 2004-01-19 0 0000067347 MODINE MANUFACTURING CO MODI 0001172676 RULSEH JAMES R 1500 DEKOVEN AVENUE RACINE WI 53403 0 1 0 0 Group Vice President Modine common stock 2004-01-19 4 F 0 740 27.79 D 21772.0102 D Shares disposed of in private transaction to issuer to satisfy tax withholding obligation. This total includes 1,186.1142 units of Modine common stock indirectly held in the Registrant's Modine 401(k) Retirement Plan account (7.4631 units were purchased on 1/14/04), 41.5998 units of Modine common stock indirectly held in the Registrant's Modine Deferred Compensation Plan account and 4,423.0334 shares of Modine common stock indirectly held in the Registrant's Modine Employee Stock Ownership Plan account. /s/D. R. Zakos, Attorney-in-Fact for J. R. Rulseh 2004-01-21