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): August 4, 2004



                               ACTUANT CORPORATION
             (Exact name of Registrant as specified in its charter)


         Wisconsin                      1-11288               39-0168610
(State or other jurisdiction        (Commission File       (I.R.S. Employer
     of incorporation)                  Number)            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









ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE.


On August 4, 2004, the Company announced an extension of the tender offer and
consent solicitation and an amendment to the consent solicitation related to its
13% Senior Subordinated Notes due 2009. A copy of the press release announcing
the extension of the tender offer and consent solicitation and an amendment to
the consent solicitation related to its 13% Senior Subordinated Notes due 2009
is attached as Exhibit 99.1 to this report on Form 8-K.


ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

(c) Exhibits:

99.1     Press release issued by Actuant Corporation on August 4, 2004
         announcing the extension of the tender offer and consent solicitation
         and an amendment to the consent solicitation related to its 13% Senior
         Subordinated Notes due 2009.



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                                    SIGNATURE

                  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:  August 4, 2004            By:  /s/ Andrew G. Lampereur
                                      ------------------------------
                                          Andrew G. Lampereur
                                          Executive Vice President and
                                          Chief Financial Officer





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