Modine Manufacturing Co.

Thomas A. Burke was named President and Chief Executive Officer, in March 2008 and assumed the role of Chief Technology Officer in September 2008. Mr. Burke joined Modine in 2005 as Executive Vice President. In July 2006, he was promoted to the position of Executive Vice President and Chief Operating Officer taking on the responsibilities of streamlining the company’s global organizational structure. As COO, he was in charge of all global operations for the Powertrain Cooling, Engine, Passenger Thermal Management, Commercial and Fuel Cell Products Groups, as well as the Environmental, Safety and Security Department. Before Modine, Mr. Burke worked for nine years with Visteon Corporation, where he was Vice President of North American Manufacturing Operations with responsibility for more than $10 billion in sales. There, he led an effort to develop and implement business strategies to enhance the company’s global manufacturing product portfolio. Prior to that, and based in Cologne, Germany, Mr. Burke served as Vice President of European and South American Manufacturing, and Vice President of North American and Asian Operations. Before Visteon, he spent 13 years with Ford Motor Company in the climate control division in a variety of engineering and operations positions in the U.S. and Mexico. Born in 1957 in Sioux Falls, South Dakota, Mr. Burke received a bachelor’s degree in engineering from Purdue University. He has been a long time member of several professional organizations including SAE and SME. He is also involved in several civic and charitable organizations, and is on the Board of Directors of the Racine County United Way.

Gregory T. Troy, Vice President and Chief Human Resources Officer, joined Modine in February 2006, to lead the company’s global human resource functions. Mr. Troy, a seasoned executive with more than 17 years of international human resource experience with Fortune 100 companies, is an officer in the company overseeing recruiting, training, employee development, strategic development, employee relations, and benefits and compensation. Prior to joining Modine, Mr. Troy was the Senior Vice President Human Resources at OMNOVA Solutions in Fairlawn, Ohio, responsible for HR strategic plans, mergers and acquisitions, workforce restructuring, labor relations, succession planning, benefit design, executive compensation and organization development. He directed HR for 10 domestic plants and international manufacturing in the U.K., Thailand and China. Before that, Mr. Troy worked as Director of Human Resources at Gencorp, Inc. in Akron, Ohio. He also held various positions at Bosch Braking Systems, Mobil Corporation, Printpack, Inc., and Cabledata, Inc. He served as an officer in the U.S. Army with the rank of Captain, following a four-year Army ROTC scholarship. He was stationed in the U.S. and Germany in charge of materials and logistics. Born in San Francisco in 1955, Mr. Troy received his undergraduate degree in Government, magna cum laude, and master’s in Business Administration (MBA), cum laude, from the University of San Francisco. Mr. Troy has been President of the OMNOVA Solutions Foundation, which annually distributed over $1.5 million in donations for education. Additionally, Mr. Troy has served as Executive Vice Chairman for the Employers Health Purchasing Corporation of Ohio and as Trustee for the Edwin Shaw Foundation for Rehabilitation in Akron, Ohio. He and his wife have three children and live in Racine.

James R. Rulseh is Group Vice President of Modine Manufacturing Company headquartered in Racine, Wisconsin. Modine specializes in thermal management products, bringing heating and cooling technology to diversified markets. Rulseh has served in a variety of positions since joining the firm in 1977. He currently has responsibility for Modine's Asian Operations as well as the Electronics Cooling Division. Rulseh has been a Woodward director since 2002. He also serves on the board of directors for Proliance International, Inc. and Grede Foundries, Inc and has served on the Curriculum Advisory Council for the UW-Platteville's School of Business. He earned a Bachelor of Science degree in Industrial Technology from the University of Wisconsin-Platteville.

Klaus A. Feldmann, named Regional Vice President – Europe, in November, 2006, joined Modine in 1996 as General Manager and Managing Director of the European Heavy Duty Division. He became Group Vice President for Modine Europe in April 2000. Prior to joining Modine, Mr. Feldmann was Vice President of Development, Sales and Purchasing for the Hamburg, Germany, plant of Mercedes-Benz AG. Since 1981 he served in a variety of plant and management positions at Mercedes Benz AG. In his role as Regional Vice President – Europe, Mr. Feldmann oversees the Engine, Powertrain Cooling, and Passenger Thermal Management Groups in Europe. Born in Köln (Cologne), Germany, Mr. Feldmann received his M.E. (Dipl.- Ing.) in mechanical engineering at the Technical University of Munich. He earned his master’s degree in General Management from AGSM, the Anderson Graduate School of Management at UCLA. Mr. Feldmann is a member of the Advisory Board of the Association of the German Automotive Industry (VDA).

Margaret C. Kelsey was named Vice President – Corporate Development, General Counsel & Secretary in October 2008. She retains her leadership of Modine’s corporate strategy and business development activities while adding the responsibilities of General Counsel and Secretary, which include overseeing a variety of legal and regulatory matters, serving as liaison to Modine’s Board of Directors and managing corporate governance matters. Ms. Kelsey joined Modine in April 2001 as Senior Counsel. She was promoted to Senior Counsel & Assistant Secretary in April 2002, and also became an officer of the company. She was then promoted to Corporate Treasurer and Assistant Secretary in January 2006. In January 2007 she was named Vice President – Finance, Corporate Treasury and Business Development, and in June 2008 she became Vice President, Corporate Strategy and Business Development, with responsibility for analyzing and consolidating global product, brand, market, geographic and customer strategies, as well as continuing to lead Modine’s annual and five-year planning processes and business development initiatives such as acquisitions and divestitures. Before joining Modine, Ms. Kelsey was a partner with the law firm of Quarles & Brady, LLP in Milwaukee, Wisconsin. She joined Quarles & Brady as an associate in 1989. At Quarles & Brady, she was a member of the firm’s litigation group, specializing in product liability, and represented clients across the United States. Born in 1964 in Sturgeon Bay, Wisconsin, Ms. Kelsey received a bachelor’s degree (with High Honors) in History from Mount Mary College in Milwaukee, a Juris Doctor degree (Magna Cum Laude) from Georgetown University Law Center in Washington, D.C., and a Master of Business Administration, from the University of Wisconsin – Milwaukee. She is chair of the Mount Mary College Board of Trustees and a member of the Friends Board of the Haggerty Museum of Art at Marquette University. She received the “Women of Influence” Award in the Corporate Executive category from The Milwaukee Business Journal in June 2005. Ms. Kelsey and her husband have three children and live in Whitefish Bay, Wisconsin.

Michael B. Lucareli was promoted to Vice President, Finance and Corporate Treasurer in June 2008. In addition to his role as Corporate Treasurer, Mr. Lucareli will have responsibility for Modine’s regional and product-based financial organizations. Previously, he had been Managing Director, Global Financial Operations. Mr. Lucareli joined Modine in 1999 and served in a variety of management positions. These include Manager, Business Development and Strategic Planning, Director, Business Development and Corporate Communications and Investor Relations and Director, Financial Operations. Before joining Modine, Mr. Lucareli was Director of Research at Alpha Instruments Group and Securities Analyst and Portfolio Manager at Associated Investment Management Group. He earned a bachelor’s degree in economics from the University of Wisconsin – Madison and a Master of Business Administration from Loyola in Chicago. He also holds a Chartered Financial Analyst (CFA) designation.

Robert R. Kampstra was promoted to Vice President and Corporate Controller in June 2008. His responsibilities span global financial controls and external reporting. Mr. Kampstra joined Modine in March 2006 and was promoted to Corporate Controller in July of that year. Before joining Modine, Mr. Kampstra was a Manager of Financial Reporting and Compliance for School Specialty, a leading education company that provides supplemental learning products to the pre-kindergarten through 12th grade market. There he had responsibility for GAAP (Generally Accepted Accounting Principles) compliance, external reporting and initial adoption and ongoing compliance with Sarbanes-Oxley Act Sections 302 and 404 and process documentation and internal controls. Mr. Kampstra, who holds both Certified Public Accountant and Certified Management Accountant designations, has also worked in public accounting at PricewaterhouseCoopers LLP. Mr. Kampstra earned his bachelor’s degree with an emphasis in accounting from the University of Wisconsin – Whitewater, and currently serves on the university’s accounting advisory board

Thomas F. Marry was elected as an officer of the company in October 2007 and named Regional Vice President – Asia effective November 1, 2007. Mr. Marry joined Modine in 1998 as Marketing Manager after previous assignments with General Motors, Robert Bosch and Milwaukee Electric Tool. He most recently served Modine as Managing Director – Powertrain Cooling Products. Prior to that role, he progressed through a series of increasingly responsible positions within the company including Manager – Sales, Marketing and Product Development; Director – Engine Products; and General Manager for the company’s then-Truck Division. In his current role, which is based in Shanghai, China, Mr. Marry is responsible for all Modine operations in Asia. Born in 1961, Mr. Marry has a bachelor’s degree in Mechanical Engineering from the University of Illinois and an MBA from the Kellogg School of Management, Northwestern University.

BOB BENSON played Bob Cratchit in three years of Scrooge. He designed costumes for Gypsy and The Gamester, in which he played the Marquis. Bob and wife Karen have three children. He works at Modine Manufacturing.

Charles P. Cooley is senior vice president and chief financial officer of The Lubrizol Corporation. Mr. Cooley joined Lubrizol in 1998 as vice president, treasurer and chief financial officer. He was appointed to senior vice president in July 2004. Mr. Cooley has played an integral role in creating Lubrizol’s corporate planning and development function, which has resulted in an increase in the company’s acquisition activity, most notably the 2004 acquisition of Noveon International, Inc. He leads Lubrizol’s financing initiatives and plays a major role representing the company with the investment community. Mr. Cooley also has implemented a proactive program to enhance career development within the Lubrizol finance division. From 1978 to 1981, he was a commercial loan officer with Manufacturers Hanover Trust Company in New York City. Immediately prior to joining Lubrizol, Mr. Cooley spent 15 years with Atlantic Richfield Company in Los Angeles, where he served in various roles, including vice president, finance of ARCO Products Company and assistant treasurer for corporate finance. He received a bachelor’s degree in philosophy from Yale University in 1978 and an MBA from the Amos Tuck School of Business at Dartmouth College in 1983. Mr. Cooley serves as trustee and treasurer of Hawken School and is on the board of directors and chairs the audit committee of Modine Manufacturing Company.

Frank P. Incropera is the McCloskey Dean of the University of Notre Dame’s College of Engineering, Notre Dame, Indiana. Dr. Incropera has worked for the Lockheed Missiles and Space and the Aerojet General Corporations, and, except for research leaves spent at NASA-Ames, U.C. Berkeley and the Technical University of Munich, he was with Purdue University for more than 30 years. He was promoted to Full Professor and was Chairman of the Heat and Mass Transfer Area of Mechanical Engineering. He was Assistant Dean of Engineering for Graduate and Research Programs and was Head of the School of Mechanical Engineering. In 1998, Dr. Incropera became the Clifford and Evelyn Brosey Professor of Mechanical Engineering at the University of Notre Dame. He has directed numerous sponsored programs and has authored or co-authored 11 books and more than 200 archival journal articles. Dr. Incropera has received four major Purdue teaching awards and was the 1982 recipient of the American Society of Engineering Education (ASEE) Ralph Coats Roe Award for excellence in teaching. He was the 1983 recipient of the ASEE George Westinghouse Award for achievements in teaching and research. In 1984 he became a Fellow of the American Society of Mechanical Engineers (ASME), and in 1988 he received the ASME Heat Transfer Memorial Award for 20 years of research accomplishments in the fields of plasma heat transfer, radiative transfer in participating media, and double-diffusive and mixed convection. In 1988 Dr. Incropera received of the Senior Scientist Award of the Alexander von Humboldt Foundation and recipient of the Melville Medal for the best original paper published by ASME. In 1995 he received the Worcester Reed Warner Medal of ASME for contributions to the fundamental literature of heat transfer and his textbooks on the subject. In 1996, he was elected to the National Academy of Engineering for his research on the science and practice of heat transfer and for contributions to engineering education. In 2001 he was named by the Institute for Scientific Information as one of the 100 most frequently cited engineering researchers in the world. Dr. Incropera received his bachelor’s degree in Mechanical Engineering from M.I.T., and his master’s degree and Ph. D. in Mechanical Engineering from Stanford University. Dr. Incropera joined the Modine Board of Directors in 1999.

Frank W. Jones is an independent management consultant in Tucson, Arizona. Mr. Jones’s career in business includes more than 25 years of service, the last five as President and Chief Executive Officer of Giddings & Lewis, Inc., a manufacturer of machine tools. For 22 of the 25 years, Giddings & Lewis was a NYSE traded public company. The last three years it was part of AMCA International. Mr. Jones is also a Director of Star Cutter Company, Gardner Publications, Inc., and General Tool Company. Mr. Jones has been a member of the National Association of Corporate Directors (NACD) since 1990. Born in 1940, Mr. Jones graduated from the University of Cincinnati with a bachelor’s degree in Mechanical Engineering. He also received his master’s degree in Business Administration (MBA) from Indiana University. Mr. Jones joined the Modine Board of Directors in 1982.

Gary L. Neale is Non-Executive Chairman of Modine Manufacturing Company. Mr. Neale is the former Chairman of NiSource Inc. Board of Directors. He joined NiSource in August 1989 as President and Chief Operating Officer and was promoted to Chairman, President and CEO in March 1993. He retired from the Chair position in November 2006. Mr. Neale has extensive experience in the energy industry. Before joining NiSource, he was Chairman, President and Chief Executive Officer of Planmetrics Inc., an energy industry management consulting firm, for 17years. Planmetrics served Fortune 1000 energy clients from pipeline to electric and gas distribution companies. Mr. Neale also has held management positions at Wells Fargo Bank and Kaiser Industries. Mr. Neale’s industry affiliations include serving as the past Chairman of the American Gas Association and past Chairman of the North American Electric Reliability Council. He has been appointed to the U.S. Department of energy’s National Petroleum Council and, previously, the department’s Electricity Advisory Board. At the request of the governor of Indiana, Mr. Neale has served on the state’s Economic Development Council, Energy Policy Forum and Clean Air Advisory Committee. Mr. Neale also sits on the Boards of Directors of Associated Electric & Gas Insurance Services Limited (AEGIS), Chicago Bridge and Iron Company and Valparaiso University. He has headed the Northwest Indiana Americans With Disabilities Act Advisory Board and has served as Chairman for the Lake Area United Way Campaign. Born in 1941, Mr. Neale received his bachelor’s degree in Economics and his master’s degree in Business Administration (MBA) from the University of Washington. He is a retired United States Naval officer. Mr. Neale has published articles in Business Week, Public Utilities Fortnightly and The Harvard Business Review. Mr. Neale joined the Modine Board of Directors in 1977.

MARSHA C. WILLIAMS has served as a Supervisory Director of the Company since 1997. She is a member of the Audit Committee, Corporate Governance Committee and the Organization and Compensation Committee. Ms. Williams currently serves as Senior Vice President and Chief Financial Officer of Orbitz Worldwide, a position she has held since 2007. From 2002 to 2007, she served as Executive Vice President and Chief Financial Officer of Equity Office Properties Trust, a public real estate investment trust. She served as Chief Administrative Officer of Crate & Barrel from 1998 to 2002, and as Treasurer of Amoco Corporation from 1993 to 1998. Ms. Williams is a director of Davis Funds, Modine Manufacturing Company, Inc. and Fifth Third Bancorp.

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Vincent L. Martin Vincent L. Martin retired in 2004 as Chairman of the Board of Jason Incorporated, a diversified manufacturing company based in Milwaukee, Wisconsin. Mr. Martin co-founded Jason in 1985 and served as its Chief Executive Officer until 1999. Jason was a publicly traded stock on the National Market Exchange (NASDAQ) until 2000, when it was taken private by management and a New York private equity firm. Mr. Martin’s business career includes six years with AMCA International, three of them as Group Vice President of the Industrial Products Group, thirteen years with FMC Corporation and three years with Westinghouse Air Brake. Born in 1939, Mr. Martin attended Stanford University and received a bachelor of science degree in Engineering. He also received a master’s degree in Business Administration (MBA) from the Harvard Graduate School of Business. Mr. Martin has been a member of the Modine Board of Directors since 1992.