Registration No. 333-78991

 As filed with the Securities and Exchange Commission on October 28, 2002
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               SECURITIES AND EXCHANGE COMMISSION
                      Washington, DC  20549
                       -------------------

                 POST-EFFECTIVE AMENDMENT NO. 1
                               TO
                            FORM S-8

                     REGISTRATION STATEMENT
                              UNDER
                   THE SECURITIES ACT OF 1933
                       -------------------


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


                 WISCONSIN                       39-0482000
         (State or other jurisdiction of      (I.R.S. Employer
         incorporation or organization)      Identification No.)


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


    Modine Manufacturing Company Contributory Employee Stock
         Ownership Plan for Hourly Rate Union Employees
                    (Full title of the plan)
                       -------------------


                          DEAN R. ZAKOS
          Vice President, General Counsel and Secretary
                  Modine Manufacturing Company
                       1500 DeKoven Avenue
                    Racine, Wisconsin  53403
             (Name and address of agent for service)


                         (262) 636-1200
  (Telephone number, including area code, of agent for service)

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                        EXPLANATORY NOTE

     The purpose of this Post-Effective Amendment to this
Registration Statement is to note that:

     -    The Registrant has merged the Modine Manufacturing Company
          Contributory Employee Stock Ownership Plan for Hourly Rate
          Union Employees (the "Hourly Union Plan") into the Modine
          Manufacturing Company Contributory Salaried Employee Stock
          Ownership and Investment Plan (the "Salaried Plan"), with
          the Salaried Plan being the surviving and continuing plan,
          and with such surviving plan amended and restated so as to
          be qualified as an Employee Stock Ownership Plan and renamed
          the Modine Employee Stock Ownership Plan (the "ESOP").

     -    16,427 shares of the Registrant's Common Stock, par value
          $0.625 per share (the "Common Stock") that were registered
          under this Registration Statement for the Hourly Union Plan
          but that, as of the date hereof, have not been issued
          thereunder, are carried forward to the Registrant's new
          Registration Statement on Form S-8 (Registration No.
          333-100770) filed to register additional shares of Common
          Stock issuable under the ESOP, leaving no shares registered
          under this Registration Statement.




































                           SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe
that it meets all of the requirements for filing on Form S-8 and
has duly caused this Post-Effective Amendment to be signed on its
behalf by the undersigned, thereunto duly authorized, in the City
of Racine, State of Wisconsin, on the 25th day of October, 2002.

                         MODINE MANUFACTURING COMPANY

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

Pursuant to the requirements of the Securities Act of 1933, this
Post-Effective Amendment on Form S-8 has been signed by the
following persons in the capacities and on the dates indicated.


D. R. JOHNSON                              October  25, 2002
-----------------------------------        -----------------
D. R. Johnson, Chairman and                    Date
    Chief Executive Officer
    (Principal Executive
    Officer) and Director


R. S. BULLMORE                             October  25, 2002
-----------------------------------        -----------------
R. S. Bullmore, Corporate                      Date
    Controller and Acting Chief
    Financial Officer (Acting
    Principal Financial and
    Accounting Officer)


D. R. ZAKOS                                October  25, 2002
-----------------------------------        -----------------
D. R. Zakos, Vice President,                   Date
    General Counsel and Secretary


R. J. Doyle*                               October  25, 2002
-----------------------------------        -----------------
R. J. Doyle, Director                          Date


F. P. Incropera*                           October  25, 2002
-----------------------------------        -----------------
F. P. Incropera, Director                      Date


F. W. Jones*                               October  25, 2002
-----------------------------------        -----------------
F. W. Jones, Director                          Date



D. J. Kuester*                             October  25, 2002
-----------------------------------        -----------------
D. J. Kuester, Director                        Date


V. L. Martin*                              October  25, 2002
-----------------------------------        -----------------
V. L. Martin, Director                         Date


G. L. Neale*                               October  25, 2002
-----------------------------------        -----------------
G. L. Neale, Director                          Date


M. C. Williams*                            October  25, 2002
-----------------------------------        -----------------
M. C. Williams, Director                       Date


M. T. Yonker*                              October  25, 2002
-----------------------------------        -----------------
M. T. Yonker, Director                         Date

*By: DEAN R. ZAKOS
    ----------------------------------
     Dean R. Zakos, attorney-in-fact
     for each of the persons indicated






























                        POWER OF ATTORNEY

Each of the persons whose signatures appear below, hereby
appoints Dean R. Zakos and Margaret C. Kelsey, or either of them,
as his or her true and lawful attorneys, to sign, in his or her
name and on his or her behalf and in any and all capacities
stated below, and to cause to be filed with the Securities and
Exchange Commission (the "Commission"), this Post-Effective
Amendment on Form S-8 (the "Post-Effective Amendment ") and any
and all related amendments, including later post-effective
amendments, that either of such attorneys shall deem necessary or
advisable to enable the registrant to comply with the Securities
Act of 1933, as amended, and any rules, regulations and
requirements of the Commission with respect thereto, in
connection with this Post-Effective Amendment , which amendments
may make such changes as either of the above-named attorneys
deems appropriate, and to comply with the undertakings of the
registrant made in connection with this Post-Effective Amendment
or its related registration statement, and each of the
undersigned hereby ratifies all that either of said attorneys
shall do or cause to be done by virtue thereof.

IN WITNESS WHEREOF, the undersigned have signed these presents
effective the 16th day of October, 2002.

/s/ D. R. JOHNSON
----------------------------------
D. R. Johnson, Chairman and
Chief Executive Officer
    (Principal Executive
Officer) and Director

/s/ R. S. BULLMORE
----------------------------------
R. S. Bullmore, Corporate
Controller and Acting Chief
    Financial Officer (Acting
Principal Financial and
    Accounting Officer)

/s/ D. R. ZAKOS
----------------------------------
D. R. Zakos, Vice President,
General Counsel
    and Secretary

/s/ R. J. DOYLE
----------------------------------
R. J. Doyle, Director

/s/ F. P. INCROPERA
----------------------------------
F. P. Incropera, Director

/s/ F. W. JONES
----------------------------------
F. W. Jones, Director




/s/ D. J. KUESTER
----------------------------------
D. J. Kuester, Director

/s/ V. L. MARTIN
----------------------------------
V. L. Martin, Director

/s/ G. L. NEALE
----------------------------------
G. L. Neale, Director

/s/ M. C. WILLIAMS
----------------------------------
M. C. Williams, Director

/s/ M. T. YONKER
----------------------------------
M. T. Yonker, Director