Ownership Submission
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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(Print or Type Responses)
1. Name and Address of Reporting Person *
Downing David B
   2. Issuer Name and Ticker or Trading Symbol
LINDSAY MANUFACTURING CO [LNN] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Vice President & CFO
(Last)
(First)
(Middle)
2707 N. 108TH ST., SUITE 102		 3. Date of Earliest Transaction (Month/Day/Year)
11/08/2005
(Street)

OMAHA, NE 68164		 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               0 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
Option to Purchase $ 24.7               (1) 08/30/2014 Common Stock 7,500   7,500 D  
Option to Purchase $ 24.29               (3) 08/15/2015 Common Stock 15,000   15,000 D  
Option to Purchase $ 19.33 11/08/2005   A   3,750     (4) 11/08/2005 Common Stock 3,750 (2) 3,750 D  
Restricted Stock Unit (5) 11/08/2005   A   1,364     (6)   (6) Common Stock 1,364 $ 0 1,364 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Downing David B
2707 N. 108TH ST.
SUITE 102
OMAHA, NE 68164		       Vice President & CFO  

Signatures

 Dave Downing   11/08/2005
**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 option vests in five equal annual installments beginning on August 30, 2005.
(2) Option Grant
(3) The option vests in five equal annual installments beginning on August 15, 2006.
(4) The option vests in five equal annual installments beginning on November 8, 2006.
(5) Each restricted stock unit represents a contingent right to receive one share of LNN common stock.
(6) The restricted stock units vest in three equal annual installments beginning on November 1, 2006. Vested shares will be delivered to the reporting person as soon as practicable following the relevent vesting date. The Company will retain from each distribution, shares of common stock required to satisfy minimum tax withholding obligations.

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