Filed by Transpro, Inc. pursuant
                                              to Rule 425 under the Securities
                                              Exchange Act of 1933, as amended,
                                              and deemed filed under Rule 14a-12
                                              of the Securities Exchange Act of
                                              1934, as amended

                                              Subject Company: Modine
                                              Aftermarket Holdings, Inc., a
                                              wholly owned subsidiary of Modine
                                              Manufacturing Company Commission
                                              File No.: 1-13894

Transpro issued the following press release on May 2, 2005:

                                 [TRANSPRO LOGO]

                                         FOR:  TRANSPRO, INC.

                                         Richard A. Wisot
                                         Chief Financial Officer
                                         (203) 859-3552
                                         Financial Dynamics
                                         Investor Relations: Christine Mohrmann,
                                         Eric Boyriven, Alexandra Tramont
                                         (212) 850-5600


NEW HAVEN, CONNECTICUT, May 2, 2005 - Transpro, Inc. (AMEX: TPR) today announced
that it has filed a Form S-4 registration statement with the Securities and
Exchange Commission containing the preliminary proxy statement/prospectus for
the previously announced merger with Modine Manufacturing Company's (NYSE: MOD)
aftermarket business. The parties intend to close the merger late in the second
quarter or early in the third quarter of calendar 2005, subject to customary
conditions, including the approval of Transpro's shareholders.

TRANSPRO, INC. is a leading manufacturer and distributor of aftermarket heat
transfer and temperature control products for automotive and heavy-duty

Transpro, Inc.'s Strategic Corporate Values Are:

     o   Being An Exemplary Corporate Citizen
     o   Employing Exceptional People
     o   Dedication To World-Class Quality Standards
     o   Market Leadership Through Superior Customer Service
     o   Commitment to Exceptional Financial Performance


This press release contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such statements include, but
are not limited to, statements about the benefits of the transaction, including
future financial and operating results, plans, objectives, expectations and
intentions and other statements that are not historical facts. Such statements
are based upon the current beliefs and expectations of Transpro's management and
are subject to significant risks and uncertainties. Actual results may differ
from those set forth in the forward-looking statements. When used in this press
release the terms "anticipate," "believe," "estimate," "expect," "may,"
"objective," "plan," "possible," "potential," "project," "will" and similar
expressions identify forward-looking statements.

Due to the foregoing conditions and other factors, there can be no assurance
that the transaction will be completed, or as to its ultimate timing and terms.
The following factors, among others, could cause actual results to differ from
those set forth in the forward-looking statements: (1) the possibility that the
companies may be unable to obtain required corporate and regulatory approvals or
to satisfy other conditions for the transaction; (2) the risk that the
businesses will not be integrated successfully; (3) the risk that the cost
savings and any revenue synergies from the transaction may not be fully realized
or may take longer to realize than expected; (4) disruption from the transaction
making it more difficult to maintain relationships with clients, employees or
suppliers; (5) the transaction may involve unexpected costs; (6) increased
competition and its effect on pricing, spending, third-party relationships and
revenues; (7) the risk of new and changing regulation in the U.S. and
internationally; (8) the possibility that Transpro's businesses may suffer as a
result of the transaction; and (9) other uncertainties and risks beyond the
control of Transpro. Additional factors that could cause Transpro's results to
differ materially from those described in the forward-looking statements can be
found in the Annual Report on Form 10-K of Transpro, in the Quarterly Reports on
Forms 10-Q of Transpro, and Transpro's other filings with the SEC. Transpro
assumes no obligation and expressly disclaims any duty to update information
contained in this press release except as required by law.


In connection with the transaction, a registration statement on Form S-4 that
contains a preliminary proxy statement/prospectus-information statement
regarding the proposed

transaction was filed by Transpro with the SEC on May 2, 2005. Stockholders are
urged to read the proxy statement/prospectus-information statement and any other
relevant documents filed with the SEC because they will contain important
information about Modine, Transpro and the transaction. The final proxy
statement/prospectus-information statement will be mailed to stockholders of
Transpro and Modine. Stockholders will be able to obtain a free copy of the
proxy statement/prospectus-information statement, as well as other filings
containing information about Modine and Transpro, without charge, at the SEC's
Internet site ( and the companies' respective Internet sites
at and

Modine, Transpro, and their respective directors and executive officers may be
deemed to be participants in the solicitations of proxies in respect of the
transaction. Information regarding Modine's directors and executive officers is
available in its proxy statement filed with the SEC by Modine on June 14, 2004.
Information regarding Transpro's directors and executive officers, as well as
the interests of participants in the proxy solicitation and a description of
their direct and indirect interests, by security holdings and otherwise, is
available in the proxy statement/prospectus-information statement that is a part
of the registration statement on Form S-4 filed by Transpro with the SEC on May
2, 2005.

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