Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Matosevic Josef
2. Date of Event Requiring Statement (Month/Day/Year)
05/05/2015
3. Issuer Name and Ticker or Trading Symbol
MANITOWOC CO INC [MTW]
(Last)
(First)
(Middle)
THE MANITOWOC COMPANY, INC., 2400 SOUTH 44TH STREET
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
Senior Vice President
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

MANITOWOC, WI 54220
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 24,154 (2)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
03.13.2012EmpStockOption (1) 03/13/2013 03/13/2022 Common Stock 3,150 $ 15.53 D  
02.26.2013EmpStockOption (1) 02/26/2014 02/26/2023 Common Stock 2,937 $ 18.14 D  
02.14.2014EmpStockOption (1) 02/14/2015 02/14/2024 Common Stock 5,566 $ 29.07 D  
02.17.2015OfficerStockOption (1) 02/17/2016 02/17/2025 Common Stock 12,580 $ 21.8 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Matosevic Josef
THE MANITOWOC COMPANY, INC.
2400 SOUTH 44TH STREET
MANITOWOC, WI 54220
      Senior Vice President  

Signatures

Maurice D. Jones, by Power of Attorney 05/12/2015
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Options vest in 25% increments annually beginning on date indicated in the "Date Exercisable" column.
(2) Grant of 6910 restricted stock units (RSUs) on 02/17/15 vest 100% on 02/17/18. Grant of 15,255 restricted shares on 04/08/15 vest on the second anniversary of the effective date of a separation of the issuers Crane and Foodservice businesses provided the employee is continuously employed through that date. Grant of 2000 RSUs on 01/04/15 vest 100% on 01/04/18.
 
Remarks:
Power of Attorney will be submitted to the SEC/NYSE with the Form 3.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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