Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): July 15, 2005

ACTUANT CORPORATION

(Exact name of Registrant as specified in its charter)

Wisconsin

1-11288

39-0168610

(State or other jurisdiction

of incorporation)

(Commission File Number)

(I.R.S. Employer

Identification No.)

6100 North Baker Road

Milwaukee, WI 53209

Mailing address: P.O. Box 3241, Milwaukee, Wisconsin 53201

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (414) 352-4160

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02 Results of Operations and Financial Condition.

On July 15, 2005, Actuant Corporation (the “Company”) issued a press release announcing the quarterly impact of the adoption of the provisions of Financial Accounting Standards Board Statement No. 123R, “Accounting for Stock Based Compensation.” A copy of the press release is attached as Exhibit 99.1 to this report on Form 8-K.

Item 8.01 Other Events

The Company also announced that it filed a universal shelf registration statement on Form S-3 with the Securities and Exchange Commission on July 15, 2005 to register for future issuance, in one or more transactions, up to $900 million of common stock, preferred stock, debt securities, stock purchase contracts and units, depositary shares, warrants and trust preferred securities.

Item 9.01 Financial Statements and Exhibits.

(c)

Exhibits

99.1

Press release of the Company dated July 15, 2005

- 2 -

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.


	ACTUANT CORPORATION
	(Registrant)

Date: July 19, 2005	By:	/s/ Andrew G. Lampereur
		Andrew G. Lampereur
		Executive Vice President and
		Chief Financial Officer

- 3 -