Modine Manufacturing Company
1500 DeKoven Avenue
Racine, Wisconsin 53403
June 22, 2017
VIA EDGAR
U.S. Securities and Exchange Commission
Attn: Donald Field
100 F Street, NE
Washington, D.C. 20549
| RE: | Modine Manufacturing Company
Registration Statement on Form S-3
File No. 333-218621 |
Ladies and Gentlemen:
In accordance with Rule 461 of Regulation C under the Securities Act of 1933, as amended, the undersigned, on behalf of Modine Manufacturing Company (the “Company”), hereby requests acceleration of the effectiveness of the above-referenced Registration Statement to 10:00 a.m., Washington, D.C. time, on June 26, 2017, or as soon thereafter as is practicable.
We ask that you please contact the Company’s outside counsel, C.J. Wauters, at (414) 287-9663, to inform him as soon as possible after the above-referenced Registration Statement has been declared effective.
| | Very truly yours, |
| | |
| | MODINE MANUFACTURING COMPANY |
| | |
| | /s/ Margaret C. Kelsey |
| | Margaret C. Kelsey |
| | Vice President, Legal and Corporate |
| | Communications, General Counsel & Secretary |
