ATU-2014.11.30 S-3ASR Exhibit 5.2

[Letterhead of Quarles & Brady LLP]

N86 W12500 Westbrook Crossing

Menomonee Falls, Wisconsin 53051

Ladies and Gentlemen:

We are providing this opinion in connection with the Registration Statement of Actuant Corporation, a Wisconsin corporation (the “Company”) on Form S-3 (the “Registration Statement”) being filed with the Securities and Exchange Commission (the “Commission”) under the Securities Act of 1933, as amended (the “Act”), relating to the proposed public offering on a delayed basis pursuant to Rule 415 under the Act of an indeterminate amount of (i) one or more series of the Company’s debt securities (the “Debt Securities”), (ii) shares of the Company’s Class A Common Stock, par value $.20 per share (the “Common Shares”); (iii) shares of the Company Cumulative Preferred Stock, $1.00 par value per share (“Preferred Shares” which may be represented by depositary shares (“Depositary Shares”), evidenced by depositary receipts (the “Receipts”), which may be issued pursuant to one or more deposit agreements (each a “Deposit Agreement”) proposed to be entered into between the Company and a depositary to be named therein); (iv), warrants for Common Shares or Preferred Shares (the “Equity Warrants”) and warrants for Debt Securities (the “Debt Warrants” and, together with the Equity Warrants, the “Warrants”); (v) stock purchase contracts, and (vi) stock purchase units (collectively, the “Securities”), all of which Securities may be sold from time to time as set forth in the prospectus which forms a part of the Registration Statement (the “Prospectus”), and as to be set forth in one or more supplements to the Prospectus (each, a “Prospectus Supplement”).

We have examined (i) the Registration Statement; (ii) the Company’s Restated Articles of Incorporation and Amended and Restated Bylaws, as amended to date; (iii) corporate proceedings of the Company relating to the Registration Statement, the Securities and the transactions contemplated thereby; and (iv) such other documents, and such matters of law, as we have deemed necessary in order to render this opinion.

In connection with this opinion, we have assumed that (i) the Registration Statement, and any amendments thereto (including post-effective amendments), will have become effective under the Act; (ii) a Prospectus Supplement will have been prepared and filed with the Commission describing the terms of each particular issue of Common Shares, Preferred Shares, Depositary Shares and Warrants offered and the terms of the offering thereof; (iii) all Common Shares, Preferred Shares, Depositary Shares and Equity Warrants will be issued and sold in compliance with applicable federal and state securities laws and in the manner stated in the Registration Statement and the applicable Prospectus Supplement; (iv) if Preferred Shares, Equity Warrants for Preferred Shares or Depositary Shares are issued, an amendment to the Company's Restated Articles of Incorporation setting forth the preferences, limitations and relative rights, and other terms of the Preferred Shares will be duly authorized and filed with the Department of Financial Institutions of the State of Wisconsin in the form and manner required by law; (v) the documents and agreements under which any Equity Warrants or Depositary Shares are issued are governed by Wisconsin law; (vi) a definitive purchase, underwriting, warrant or similar agreement with respect to any Common Shares, Preferred Shares, Depositary Shares or Warrants offered will have been duly authorized and validly executed and delivered by the Company and the other parties thereto; and (vii) a definitive Deposit Agreement with respect to any Depositary Shares will have been duly authorized and validly executed and delivered by the Company and the other parties thereto.

Actuant Corporation

January 23, 2015

Page 2

On the basis of and subject to the foregoing, we advise you that, in our opinion:

The Company is a corporation validly existing under the laws of the State of Wisconsin.

With respect to each offering of the Common Shares, Preferred Shares, Depositary Shares or Equity Warrants, when (a) the issuance of such Common Shares, Preferred Shares, Depositary Shares or Equity Warrants, the terms of the offering thereof and related matters shall have been duly authorized by all necessary action of the Board of Directors of the Company; and (b) such Common Shares, Preferred Shares, Depositary Shares or Equity Warrants have been duly issued in accordance with such authorization and the provisions of the applicable definitive purchase, underwriting, depositary, warrant or similar agreement approved by the Board of Directors of the Company upon payment of the consideration therefor provided for therein, (i) such Common Shares or Preferred Shares will be validly issued, fully paid and nonassessable by the Company, subject to the personal liability which may be imposed on shareholders by former Section 180.0622(2)(b) of the Wisconsin Business Corporation Law, as judicially interpreted, for debts incurred prior to June 14, 2006 (for debts incurred on or after such date, Section 180.0622(2)(b) has been repealed) owing to employees for services performed, but not exceeding six months service in any one case, (ii) such Equity Warrants will be valid and legally binding obligations of the Company, and (iii) the Depositary Shares will be validly issued and the Receipts will entitle the holders thereof to the rights specified therein and in the Deposit Agreement.

We do not express any opinion herein regarding the validity or binding nature of the Debt Securities, Debt Warrants, stock purchase contracts, and/or stock purchase units, which matters are being addressed by other counsel.

We are qualified to practice law in the State of Wisconsin and we do not purport to be experts on the law other than that of the State of Wisconsin and the federal laws of the United States of America. We express no opinion as to the laws of any jurisdiction other than the State of Wisconsin and the federal laws of the United States.

The opinions expressed herein are limited by (i) applicable bankruptcy, insolvency, fraudulent conveyance, reorganization, moratorium and similar laws affecting the enforceability of creditors’ rights generally and to court decisions with respect thereto and (ii) the effect of general principles of equity (regardless of whether considered in a proceeding in equity or at law).

We consent to the filing of this opinion as an exhibit to the Registration Statement and to the reference to our firm under the caption “Certain Legal Matters” in the Prospectus constituting a part thereof. In giving our consent, we do not admit that we come within the category of persons whose consent is required by Section 7 of the Act or the rules and regulations of the Commission thereunder.

/s/ Quarles & Brady LLP