Financial Overview

(in million dollars)

	FY2009	FY2008	Rate of change (%)	Factors
Overall
Sales	1,163.2	1,408.7	(17.4)	-
Operating Income	(20.2)	(103.6)	-	-
OE- Asia
Sales	32.2	17.4	85.1	-
OE- Europe
Sales	469.3	597.3	(21.4)	1)
OE- North America
Sales	412.9	499.5	(17.3)	-
South America
Sales	117.6	136.4	(13.8)	2)

Factors
1)
OE- Europe
-The $128 million, or 21.4 percent decline in net sales from fiscal 2008 to fiscal 2009 was based primarily on a 47 percent decline in medium/heavy duty truck sales and a 46 percent decline in agriculture and construction sales volumes.

2)
OE- South America
-Net sales decreased $18 million in fiscal 2009 based on reduced sales volumes within Brazil's commercial vehicles markets, partially offset by the favorable impact of foreign currency exchange rates of $6 million.

Contracts

-The Company announced that Modine Thermal Systems Private Limited, its operation in India, has won a new power train cooling business with Daimler India Commercial Vehicles, Ltd. The program, which will support Daimler's light, medium and heavy-duty trucks for the Indian market, will be manufactured in it's new production plant in Sriperumbudur, Chennai. (From a press release on Nov. 18, 2009)

Restructuring

-The Company announced it will close the manufacturing site in Harrodsburg, Kentucky, USA, in six to nine months. This action reflects the Company's plan to consolidate production in North America. The plant makes radiators, heat exchangers, and HVAC modules for the commercial vehicle and off-highway markets. The Company will transfer production from the location to other facilities in North America. (From a press release on Oct. 22, 2009)

-The Company announced that it has entered into an agreement to sell 100% of the shares of Modine Korea LLC, its Korean-based vehicular HVAC business, to KB Synthetics Co., Ltd. for approximately 14 million USD. KB Synthetics, based in Seoul, Korea, is a textile manufacturer. The sale is expected to close by the end of December 2009. (From a press release on Dec. 6, 2009)

R&D Expenditure

(in million dollars)

	FY2009	FY2008	FY2007
Overall	56.9	73.2	85.8

R&D Structure

-To achieve efficiencies and lower developmental costs, the Company's research and engineering groups work closely with its customers on special projects and systems designs.

-In addition, the Company is participating in U.S. government-funded projects, including dual purpose programs in which the Company retains commercial intellectual property rights in technology it develops for the government, such as a contracts with the United States Army Research Development and Engineering Command for the development of advanced battery thermal management systems; the design and demonstration of waste heat recovery systems; development of CO2-based climate control systems; and research and testing directed at the enhancement of EGR cooler in-service performance.

Patents

-It has been granted and/or acquired more 2,000 patents worldwide over its life.

R&D Activities

-Consistent with the streamlining of the Company's product portfolio, its current R&D is focused primarily on company-sponsored development in the areas of powertrain cooling, engine products and commercial HVAC products.

Capital Expenditure

(in thousand dollars)

	FY2009	FY2008	FY2007
Original Equipment- Asia	8,036	16,047	15,236
Original Equipment- Europe	36,640	54,485	35,892
Original Equipment- North America	12,919	25,949	25,064
South America	2,532	3,970	7,385
Commercial Products	1,871	2,157	1,595
Corporate and administrative	(1,922)	-	6
Capital expenditures- continuing operations	60,076	102,608	85,178
Capital expenditures- discontinued operations	221	653	4,262
Total capital expenditures	60,297	103,261	89,440