13G Filing: Pennant Capital Management and Manitowoc Co Inc (MTW)

(c)

Number of shares as to which Alan Fournier has:

(i)

Sole power to vote or to direct the vote

0

,

(ii)

Shared power to vote or to direct the vote

6722407

,

(iii)

Sole power to dispose or to direct the disposition of

0

,

(iv)

Shared power to dispose or to direct the disposition of

6722407

.

Number of shares as to which Pennant Capital Management, LLC has:

(i)

Sole power to vote or to direct the vote

0

,

(ii)

Shared power to vote or to direct the vote

6722407

,

(iii)

Sole power to dispose or to direct the disposition of

0

,

(iv)

Shared power to dispose or to direct the disposition of

6722407

.

Number of shares as to which Pennant Windward Master Fund, L.P. has:

(i)

Sole power to vote or to direct the vote

0

,

(ii)

Shared power to vote or to direct the vote

5,975,207

,

(iii)

Sole power to dispose or to direct the disposition of

0

,

(iv)

Shared power to dispose or to direct the disposition of

5,975,207

.

Item 5.

Ownership of Five Percent or Less of a Class.

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following [X].

N/A

Item 6.

Ownership of More Than Five Percent on Behalf of Another Person.

If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than five percent of the class, such person should be identified.  A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.

All of the securities reported in this Schedule 13G are owned by advisory clients of Pennant Capital Management, LLC.