FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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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1. Name and Address of Reporting Person * TELLOCK GLEN E   2. Issuer Name and Ticker or Trading Symbol MANITOWOC CO INC [MTW] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) President and CEO (Last) (First) (Middle) 2400 S. 44TH STREET 3. Date of Earliest Transaction (Month/Day/Year) 01/07/2014 (Street) MANITOWOC, WI 54220 4. If Amendment, Date Original Filed(Month/Day/Year) 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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock               1,500 (1) I By Daughter (L) Common Stock               17,326.7463 (2) I RSVP 401k Plan Common Stock               1,000 (3) I By Daughter (M) Common Stock 01/07/2014   M   66,256 A $ 10.14 461,891.27 D   Common Stock 01/07/2014   M   277,725 A $ 4.41 739,616.27 D   Common Stock 01/07/2014   S   314,713 (4) (5) D $ 23.0805 424,903.27 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

050305EmpStockOption (rtb)

$ 10.14

01/07/2014

M

66,256

05/03/2007

05/03/2015

Common Stock

66,256

$ 0

0

D

02.24.2009EmpStockOption

$ 4.41

01/07/2014

M

277,725

02/24/2011

02/24/2019

Common Stock

277,725

$ 0

92,575

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
TELLOCK GLEN E 2400 S. 44TH STREET MANITOWOC, WI 54220			President and CEO

Signatures

Maurice Jones, by Power of Attorney		01/08/2014
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	The reporting person no longer has a reportable beneficial interest in 1,500 shares of common stock owned by his daughter and included in the reporting person's prior ownership reports.
(2)	Net increase of 50.4160 shares between 12/31/11 and 12/31/12 under the Company's 401(k) plan, due to acquisitions of shares, plan maintenance fees and required plan forfeitures and withdrawals under IRC safe harbor rules, all of which are exempt from Section 16(b) pursuant to rule 16b-3 and exempt from reporting pursuant to rule 16a-3(f)(1)(i)(B).
(3)	Acquisition by the reporting person's spouse as custodian for daughter (M) under the Wisconsin Uniform Transfer to Minors Act.
(4)	Weighted average price of shares sold with sales ranging from a low of $22.70 to a high of $23.31.
(5)	Shares sold for tax planning purposes under a rule 10b5-1 plan established by the reporting person.

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