Friction

ABEX FRICTION PRODUCTS (FEDERAL-MOGUL CORP.)October 31, 199862PZ

INTERNET: http://www.federalmogul.com

COMPETITIVE TYPE: Manufacturer

MAJOR PRODUCT CLASSES: Drive Train (Friction Material

LOCATIONS:

Headquarters - Hampton, NH (Pneumo Abex Corp.)

Branches -

Abex Friction Products: Hayward, CA; Salisbury, NC; Winchester, VA; and Cambridge, Ontario,Canada. (9/93 - D&B)

----Sales Office -

Pneumo Abex Corp., Abex Friction Products Div., Troy, MI; employs one. (10/93 - D&B)----

Believe Abex had some sort of operation in Marietta, GA that is no longer in existence. (9/93)

EMPLOYMENT:

1993 = 3,200 Pneumo Abex Corp./Abex Inc. (9/93 - D&B)

SALES:1991 = $704.0M Pneumo Abex Corp./Abex Inc. (9/93 - D&B)1992 = 728.4M Pneumo Abex Corp./Abex Inc. (9/93 - D&B)

(1st qtr.) 1993 = 159.0M Pneumo Abex Corp./Abex Inc. (9/93 - D&B)

The increase in sales for 1992 was attributed to a $41.1 million increase in sales in the company'sIndustrial Products segment. The increase in sales in the company's Industrial Products segment reflectsa 9.3% increase in net sales at Friction Products Division (FPD). Sales increased in both originalequipment markets and aftermarkets at FPD. (9/93 - D&B)

----The decrease in sales for the first quarter of 1993 was partially offset by increased sales of brakematerials for cars and trucks (9/93 - D&B)

HISTORY:

1959 - Business started.1984-88 - Owned by IC Industries Inc.1994 - Cooper Industries acquired Abex Friction Products Div. of Abex Inc., Winchester, VA, in

late 1994. Abex manufactures asbestos-free brake material for a variety of markets,including heavy-duty on-highway and off-road.

1998 - Federal-Mogul completes acquisition of Cooper Automotive including Abex Friction

Products. On October 9, 1998, Federal-Mogul Corporation reported they had completed theacquisition of Cooper Automotive, a business unit of Cooper Industries, Inc., for $1.9billion.

Cooper Automotive had 1997 revenues of $1,873 million and operating income ofapproximately $190 million before nonrecurring items. Their principal products include:brakes and friction, lighting, chassis parts, ignition and wiper blades. Abex FrictionProducts, is included in this group.

Cooper Industries, a manufacturer of electrical products, tools and hardware, isheadquartered in Houston, Texas, and had 1997 revenues of $5.3 billion. Additionalinformation about Cooper is available on the company's World Wide Web site:www.cooperindustries.com. (10/8 & 9/98 - PRNewswire)

PRODUCTS:PRODUCT FEATURES:QUALITY:

Abex Corp., Friction Products Group, Winchester, VA, is a supplier to Cat for shoe brakes, but notcertified. (9/93 - A.L. Affolter, Cat Quality)

MARKETING:PRODUCT SUPPORT:WARRANTY:PRICING:

No information in either Parts Pricing's CIS system or the Competitive Parts Report (CPR) system.(9/93)

DISTRIBUTION & GEOGRAPHIC AREAS SERVED:

Territory is international. (9/93 - D&B)

GENERAL:

Caterpillar supplier Raymark Friction Co. believes the biggest manufacturers that sell dry brakecomponents to the aftermarket are Champion Friction Co., Motion Control/Carlisle, Abex, ThermosetInc., Ferracto, Stamco, and Scanpac. (6/93 - G.K. Springborn, P&SM, DT)

----Minor supplier to Caterpillar (9/93 - G.L. Miller, Central Purchasing)

APPARENT MARKETING STRATEGY:ASSESSMENT OF STRENGTHS:ASSESSMENT OF WEAKNESSES:FUTURE OUTLOOK:LAST D&B: September 10, 1993 (Parent)DUNS (D&B NUMBER): 19-417-3787 Parent, Pneumo Abex Corp.

SIC (CODES): 3812, 3535, 3499, 3594LAST PROFILE REVIEW/UPDATE: October 6, 1993 (Added News, dated 10/31/98)

BENDIXDecember 15, 199921AONEWS

http://www.honeywell.com/

http://www.alliedsignal.com/corporate/our_businesses/index.html#Truck Brake Systems

PARENT, ALLIEDSIGNAL AND HONEYWELL MERGER COMPLETED. NEW NAME IS HONEYWELLINTERNATIONAL INC. 12/15/99

On December 2, 1999, Honeywell International Inc. announced that the merger involving AlliedSignal Inc. and Honeywell Inc.became effective December 1, 1999.

In connection with the merger, AlliedSignal Inc. changed its name to Honeywell International Inc. (12/2/99 - Business Wire)

CORPORATE REORGANIZATION 4/92

The Bendix heavy vehicles systems and Garrett Automotive groups, operating units of Allied-Signal, Inc. have combined tobuild an organization to better serve world heavy vehicle and passenger car engine markets. The new organization will retainboth operating group names. Headquarters will remain in Ohio. The new organization includes four global productgroups:heavy-duty charging and actuation devices, heavy-duty breaking control systems, commercial diesel turbochargers, andpassenger car turbochargers.

Customer marketing and sales activities will also be combined in North America and Europe to support both Garrett andBendix customers with service and support. Worldwide research and development functions will remain separate. (1/92 -Fleet Equipment Magazine)

CARLISLE MOTION CONTROL INDUSTRIES - NEWSApril 30, 200062QXNEWS

INTERNET: http://www.carlislemotion.com/

TITAN INTERNATIONAL, INC. (WHEEL/TIRE ASSY. COMPETITOR/SUPPLIER) ANNOUNCES SALE OFCERTAIN ASSETS TO CARLISLE 4/30/00

On April 17, 2000, Titan International, Inc. announced the sale of certain assets of facilities located in Clinton, Tennessee, andSlinger, Wisconsin, and the leasing of its facility in Greenwood, South Carolina, to Carlisle Tire and Wheel, a subsidiary ofCarlisle Companies Incorporated, effective immediately. The transaction is valued at approximately $95 million.

Titan has decided to exit the lawn and garden and ATV original equipment manufacturer (OEM) wheel and tire business,concentrating instead on the aftermarket. The two companies have signed a five-year supply agreement whereby Titan willpurchase wheels and tires from Carlisle for its distribution outlets.

With this transaction in effect, Titan will now focus on expanding its tire operations in Des Moines, Iowa, Natchez, Mississippi,and Brownsville, Texas. To fully capture the profit potential of LSW wheels and tires for agriculture and construction, Titan willmarket the assemblies directly to end customers and equipment dealers. Titan has also licensed Carlisle to use the LSWtechnology for lawn and garden and ATV applications and will receive royalties on all LSW sales. (4/17/00 – PRNewswire)

CARLISLE COMPANIES REPORTS STRONG FIRST QUARTER RESULTS 4/30/00

On April 18, 2000, Carlisle Companies Incorporated announced record first quarter results. Carlisle is a diversifiedmanufacturer of products serving construction materials, industrial components, automotive components and general industrymarkets.

The brake and friction businesses reported improved first quarter sales with a strong improvement in earnings over 1999.Healthy sales to original equipment manufacturers in the Heavy Friction business and strengthening demand in thehaulage/mining markets combined with margin improvement to generate the overall improvement in the friction and brakebusinesses. (4/18/2000 - Business Wire)

SALES DOWN IN 1999 2/15/00

Although their parent reported a record year in 1999, sales at Motion Control Industries and Carlisle Industrial Brake &Friction were down in 1999, due to lower demand in the heavy duty friction aftermarket and off-highway industrial brakes formining and agricultural applications. These divisions are 2 of 12 operating units of Carlisle Companies Inc., and are part of theIndustrial Components segment. (2/3/00 - Business Wire)

TITAN INTERNATIONAL AND CARLISLE COMPANIES ANNOUNCE EXPIRATION OF LETTER OF INTENT9/30/99

On September 20, 1999, Carlisle Companies Incorporated and Titan International, Inc. agreed not to extend the Letter ofIntent providing for the merger of Titan into Carlisle. The Letter of Intent expired on September 18, 1999.

The initial announcement of the Letter of Intent was made on August 4, 1999. Carlisle and Titan were unable to complete theactions necessary to reach a definitive merger agreement within the 45-day time period provided for in the Letter of Intent. Nocontinued discussions are anticipated. (9/20/99 - Business Wire)

PARENT TO ACQUIRE TIRE AND WHEEL MFGR., TITAN INTERNATIONAL, INC. 8/15/99

On August 4, 1999, Carlisle Companies Incorporated and Titan International, Inc. jointly announced that the two companieshave entered into a letter of intent providing for the merger of Titan into Carlisle Companies in a transaction valued atapproximately $600 million including the assumption of debt.

Titan International, Inc. is a leading manufacturer of wheel and tire assemblies serving the agriculture, construction andconsumer markets. Titan has manufacturing and distribution facilities throughout the United States, Europe and South America.

Carlisle is a diversified manufacturer of products serving four major markets: construction materials, automotive components,industrial components and general industry. (8/4/99 - PRNewswire, http://biz.yahoo.com/n/c/csl.html)

HEAVY-DUTY FRICTION AND BRAKING PRODUCTS SALES INCREASED 3% IN 1998 2/99

On February 4, 1999, Carlisle Companies Incorporated reported their 1998 financial results. Carlisle is a diversifiedmanufacturer of products serving construction materials, industrial components, automotive components and general industrymarkets.

Since Carlisle Motion Control Industries is just a portion of the Industrial Components segment, exact sales at that level are notreleased. Sales of heavy-duty friction and braking products increased just 3% in 1998 after robust gains in 1997. (2/4/99 -Business Wire)

RECEIVES QS 9000 AND ISO 9001 QUALITY CERTIFICATIONS 7/97

Carlisle Motion Control Industries, Inc.'s Heavy Duty Friction Group received QS 9000 and ISO 9001 registration for threefacilities: Heavy Friction's Fredericksburg, Virginia, manufacturing plant, Charlottesville, Virginia's, research and developmentfacility, and customer support functions in Ridgway, Pennsylvania. (7/97 - Truck Parts & Service Magazine)

ACQUIRES TWO BRAKE COMPONENT COMPANIES 7/97

Carlisle Motion Control, Charlottesville, Virginia, recently purchased Overland Brake (OBI) and Brake Diaphragm, Nampa,Idaho. OBI will be renamed Carlisle Spring Brake Products. (7/97 - OEM Off-Highway Magazine)

CARLISLE MOTION CONTROL INDUSTRIES INC.April 21, 199537GQ

(Subsidiary, 100%, of Carlisle Companies Incorporated, Syracuse, NY)

Carlisle consolidates three companies into a single business unit. Carlisle Braking Systems, Motion ControlIndustries, and National Friction Products have been integrated into Carlisle Motion Control Industries. Inc. (1/94 -OEM Off-Highway Magazine)

INTERNET: http://www.carlislemotion.com/COMPETITIVE TYPE: ManufacturerMAJOR PRODUCT CLASSES: Drive Train (Brakes)LOCATIONS:Headquarters - Bloomington, Indiana

Branches:- Ridgeway, PA - Motion Controls Industries- Logansport, IN - National Friction Products- Fredericksburg, VA - Mfgrs. asbestos free friction material- Lancaster, PA - All parts manufactured at Ridgeway, PA are shipped to Lancaster. Parts are shipped to

Caterpillar, Morton from Lancaster.- Cuba, MO - Altec (Remanufacturing Brake Shoes)- Mexico - Joint venture with German manufacturer Rutgerswerke, truck and auto non-asbestos brake linings.- Netherlands - Carlisle Engineered Products Europe B.V.- Japan - Japan Power Brake Inc.- Canada - Altec (Remanufacturing Brake Shoes)(1994 Carlisle Cos. Annual Report)

EMPLOYMENT:

300 (2/93 - D&B)----

Carlisle companies' 1994 Annual Report had no information on number of employees.

SALES: Fiscal year ends December 31.----

Motion Control is part of Carlisle's Transportation Products segment. Sales below are for this segment, in thousands,as a percent of total Carlisle Companies Inc. (1992 and 1994 Carlisle Cos. Annual Reports)

Trans. Prod. % of Carlisle Cos.Year Sales (000s) Carlisle Cos. Sales (000s)

1990 $166,388 33.4% $498,4731991 169,158 33.8 500,7711992 172,849 32.7 528,0521993 177,005 29.0 611,2701994 200,213 28.9 692,650

----

1994 - Carlisle's friction and braking products businesses had record sales and increased earnings in 1994, as keymarkets expanded and niche marketing strategies initiated in 1993 began to bear fruit. Heavy duty friction sales totruck and trailer manufacturers continued to be strong in 1994, as truck and trailer build levels remained highthroughout the year. Aftermarket friction sales levels were somewhat stagnant in 1994 due to very competitivepricing. New products in both the industrial friction and braking systems operations were successfully marketedduring 1994, increasing sales levels from these operations.

U.S. sales of off-highway braking products were strong, in spite of a continuing strike at a major OEM customer(Caterpillar). Carlisle has begun to benefit from its strategy of designing brakes for the agricultural and industrialequipment industries, which are shifting from drum to disc brakes. In Europe, where a recovery from recession isgaining speed, Carlisle increased its sales of brake and friction products, although the large German and Frenchmarkets remained soft.

Industrial friction sales also showed steady growth, benefiting from stronger housing and industrial equipmentmarkets, as well as from successful entry into new markets, such as the OEM segment of lawn and garden equipment,and wet friction discs in the aftermarket.

Custom-molded and extruded plastics and rubber parts operations participated in the strong domestic automotivemarkets in 1994 while expanding its production capabilities. At the beginning of 1994, operation of the company'sLake City, Pennsylvania plant was transferred from the foodservice plastics operations to this segment. The strongmarket, new products and additional capacity combined for an increase of over 25% in sales from these plastics andrubber operations in 1994 versus 1993.

Aircraft wire product sales declined in 1994 over $2.0 million compared to 1993. Fewer purchases of aircraft bycommercial airlines and cuts in defense spending caused a recession in both the commercial and military aircraftindustry, impacting 1994 sales. The company's container manufacturing operation recorded its initial sales toward theend of 1994, contributing almost $0.5 million in sales for the year.

----1992 - For Carlisle's friction and braking products businesses, 1992 was marked by a profitability turnaround, as costreduction measures lowered break-even points and some markets began to improve. Earnings rose as a result, afterdeclining in 1991.

Carlisle's Motion Control Industries enjoyed a 27% gain in OEM sales, and further gains are expected in 1993 as thetruck build rate continues to increase. Aftermarket sales experienced a more modest 3% increase in 1992 because ofincreased price competition as well as the aftermarket's normal tendency to move counter to the OEM market.

Carlisle's off-highway braking systems business, after a loss in 1991, returned to profitability in 1992 on similarvolume as a result of a restructuring that reduced overhead costs and shifted the product mix toward the higher marginaftermarket. Overall, the construction equipment market remained severely depressed throughout 1992.

In the industrial friction area, Carlisle further broadened its product and customer base as the market began to showsigns of recovery in late 1992 after a two-year decline. (1992 - Carlisle Cos. Annual Report)

----1991 - Carlisle's brake systems and friction businesses were also victims of the economy in 1991 as they experiencedan earnings decline of 32%. Revenue increased 15% over 1990 due to the off-highway braking systems acquisition,now called Carlisle Braking Systems. (Compact Disclosure Report)

HISTORY:

1936 - Ridgeway facility founded.

1989 - June, parent purchased National Friction Products Inc. Logansport, IN, manufacturers of specialty frictionproducts. Operates as a division of Motion Control Ind.

1990 - Motion Control Industries took steps in 1990 to become a full brake systems supplier through theacquisition of the Off-Highway Braking Systems (OHBS) division of BFGoodrich. OHBS produces drydisc brakes and actuation systems for off-road construction equipment, thus complementing MotionControl's non-asbestos friction products for a broad range of transportation and industrial end-use markets.(1990 - Carlisle Annual Report) Based in Bloomington, IN, with operations in Holland and Brazil, had1989 sales of $47M. (7/90 - Wall Street Journal)

1992 - 4th qtr., Motion Control Industries acquired Altec, a small Canadian company whose proprietary process ofremanufacturing truck brake shoes reportedly represents an excellent opportunity for Motion Control toimprove their position in the North American heavy duty truck aftermarket. (1992 - Carlisle Cos. AnnualReport)

- Motion Control Industries established a joint venture in Queretaro, Mexico, with Rutgerswerke, a largeFrankfurt, Germany manufacturer, positioning itself to benefit from rapid growth in that country's bus andtruck markets. (1992 - Carlisle Cos. Annual Report)

1993 - Carlisle Consolidates Operations - Carlisle consolidates three companies into a single business unit.Carlisle Braking Systems, Motion Control Industries, and National Friction Products have been integratedinto Carlisle Motion Control Industries Inc. (1/94 - OEM Off-Highway Magazine)

1994 - Altec (remanufacturing brake shoes) established a U.S. plant in Missouri, and is planning a second U.S. sitein 1995. (1994 Carlisle Annual Report)

- In Brazil, persistent inflation and a declining market for dry braking technology led Carlisle to close itsbrake manufacturing operation. (1994 Carlisle Annual Report)

PRODUCTS:

Parent company Carlisle Companies Inc. operates three main business segments; Construction Materials (42% of 1994sales), Transportation Products (29%) and General Industry (29%).

This profile focuses on the Transportation Products segment, which is further segmented by the following:

- Automotive - custom plastic and rubber products- Heavy Duty Vehicles - braking systems- Marine - refrigerated containers- Aircraft - aircraft wire systems

The Heavy Duty Vehicles Segment (braking systems) is a supplier/competitor to Caterpillar.

Carlisle produces a wide range of friction and braking components for the on- and off-road vehicle markets. Servingboth the original equipment market and the aftermarket, Carlisle's product offerings span mature braking markets, newapplications, and emerging technologies.

- Wet friction for off-highway equipment- Brake block for heavy duty trucks, trailers and buses- Brake assembly for forklifts- Disc brake friction for light rail (1994 - Carlisle Cos. Annual Report)

PRODUCT FEATURES:QUALITY:

The following locations are Certified suppliers to Caterpillar:

- Carlisle Off-Highway Braking System, Bloomington, IN, for disc brakes (this used to be B.F. Goodrich until1992)

- Carlisle Engineered Products Europe BV, Zevenaar, The Netherlands, for disc brakes (this used to be B.F.Goodrich until 1992)

- Motion Control Industries, Ridgeway, PA, for non-asbestos friction material(4/95 - A.L. Affolter, Cat Quality)

----Motion Control is conduction sophisticated materials research to develop quieter, longer lasting friction materials.The company is also experimenting with carbon, ceramic and aramid-derivative fibers to develop new heat-resistantmaterials to withstand temperatures of -40F degrees to 1600F degrees. (1994 Carlisle Cos. Annual Report)

----Research and Development - higher levels of expenditures were incurred in 1992 within heavy-duty friction andbraking systems operations for new product introductions in 1993. (1992 - Carlisle Cos. Annual Report)

----Caterpillar has had Motion Control product tested. Refer to the following:

CTR No. Description PCB No.

DT90-11 Brake Friction Material (H6) PEWP0019----

Carlisle's Motion Control Industries has received Rockwell International Corp's No. 1 rating. According to the VicePresident of Sales and Marketing of Morton Control Industries, "No brake lining supplier - or for that matter, anysupplier - has ever achieved Rockwell's No. 1 rating before."

The rating reportedly was awarded to MCI for its excellence in quality control and superior manufacturing techniques.The rating, therefore, is said to apply to all the brake lining products Carlisle produces for Rockwell. (1/90 - FleetEquipment Magazine)

MARKETING:

Joint Marketing Program with Ultra Hydraulics 6/92 - Ultra Hydraulics, Cheltenham, England and Carlisle BrakingSystems, Bloomington, IN have announced a joint marketing program for full hydraulic braking systems for mobileequipment applications. Ultra, with U.S. headquarters in Columbus, OH manufactures hydraulic gear pumps, motors,valves and electrohydraulic servo valves for the off-highway, industrial , rail and marine markets worldwide. Carlisledesigns and manufactures mobile equipment brake products including caliper disc brakes, actuators, full-powerhydraulic brake valves, manifolds, pressure switches and relate components. (6/92 - Diesel Progress, Engines &Drives Magazines)

PRODUCT SUPPORT:

New Mobile Brake Training Unit 7/94 - Carlisle Motion Control Industries, Inc. has expanded its Heavy Duty BreakSchool with a mobile training unit. Housed in a 16 ft. trailer, the mobile training unit is equipped with operating airboards, wheel end displays, and other brake components, providing brake technicians with hands-on experience andclassroom instruction. (5/94 - Truck Parts & Service Magazine)

----Carlisle Corp.'s Motion Control Industries announced the opening of a new Heavy Duty Brake School. The school isdesigned to provide the trucking industry with an educational resource.

The brake school will offer instruction in two different curriculum - The Maintenance Managers Course and The

Mechanics Course. The format of both courses will consist of a two and one-half day program.

The brake school has been established as an extension to the on-site brake seminars and brake maintenance clinicsalready offered by Carlisle's Technical Services Department.

In addition, Carlisle also announced the opening of its new Technical Center. The Tech Center, located at Carlisle'smanufacturing facility in Bloomington, IN, will house the brake school. (12/92 - Fleet Equipment Magazine)

WARRANTY:PRICING:

Pricing (P&MR) Dept. has list price information on Carlisle Braking Systems (Code 60LC) in their CIS system, themost current being effective Jan 1, 1991. (4/95)

DISTRIBUTION & GEOGRAPHIC AREAS SERVED:

Carlisle sells to OEMs (40%) and the aftermarket (60%). (6/93)----

According to Construction Equipment Magazine's 1994 Buyers Guide (dated November 30, 1993) the followingdistributors offer products of Carlisle Braking Systems:

- Associated Brake Supply, Gardena, CA- Contractors Service Co., Riverside, CA- Hypac Inc., Escondido, CA- Drive Train Industries Inc. Denver, CO

Grand Junction, COEvansville, WY

- Rabco Inc., Conyers, GA- Brake Supply Co. Inc., Evansville, IN

Clearwater, FLIvel, KYCasper, WY

- Brake Supply Southwest Inc., Austin, TX- Rocky Mountain Brake Supply Inc. Casper, WY- Power Train Service Inc., Indianapolis, IN

Fort Wayne, INLafayette, INLouisville, KYElizabethtown, KYLexington, KYCincinnati, OHCleveland, OHNew Paris, OH

- Northern Engine & Supply, Virginia, MN- Cape Tractor Trailer Supply Co. Cape Girardeau, MO- Aftermarket Parts Inc. New Bern, NC- Brake Systems Inc. Portland, OR- Mitchell, Lewis & Staver Co. Wilsonville, OR- Morgan Brake & Clutch Co. Vancouver, B.C., Canada- Bartlett Provincial Brake Inc. Hamilton, ON, Canada

- Lewis, Herb & Co. Ltd. Montreal-Nord, PQ, Canada----

Motion Control has been having trouble shipping parts to Caterpillar on time. From January-May of 1993,approximately 14-18% of shipments were delivered on time (with a goal of 80%).

Motion Control supplies 100% of Cat's caliper disc pad requirements for premium and standard duty lines. They alsomanufacture drum brake and expander brake linings.

All parts manufactured at Motion Control at Ridgeway are shipped to Lancaster, Pennsylvania. Parts are then shippedfrom Lancaster to Morton.

Motion Control stated that approximately 60% of their business is with aftermarket distributors (i.e., Brake Supply)and 40% with OEMs.

Motion Control tells their independent distributors that they manufacture brakes for Cat and also tells them themachines they are used on, i.e., cross-reference information.

National Friction Products (a division of Motion Control) concentrates on industrial applications rather than motionvehicles, according to Doug DeVallance. Industrial applications include twin disc applications, washing machines,machining equipment, etc.... (6/93 - GKSpringborn, P&SM & GLMiller, Purchasing/Supplier Visit)

GENERAL:

Ranked as an 'A' DT (Brake) Competitor/Supplier and a 'BR' DT (Brake) Competitor. (4/95)----

Motion Control Industries, Inc., Ridgeway, PA contacts as of 6/93:

- Sean B. Coleman, Sales Engineer- Douglass R. DeVallance, Director of Sales- Frederick W. Roedl, Product Marketing Manager- Donald R. Fapore, Plant Manager- Thomas M. Hogan, V.P. & General Manager(6/93 - GKSpringborn, P&SM, DT)

APPARENT MARKETING STRATEGY:

Actively pursues the OEM and aftermarket opportunities. (8/93)

ASSESSMENT OF STRENGTHS:ASSESSMENT OF WEAKNESSES:FUTURE OUTLOOK:

New products are central to penetrating new markets and to reinforcing the company's position in the highlycompetitive heavy duty truck, off-highway and industrial friction markets. For truck and trailer OEMs, Carlisle inearly 1995 will introduce a new heavy duty brake lining with improved mileage and braking performance. Thecompany will also introduce disc brake products for the forklift market during 1995, and is developing new, lower-cost prototypes for specific truck, off-highway and industrial uses.

Following a period of record demand by original equipment customers of friction products, a resurgence is expected indemand for more profitable aftermarket products. A good domestic market outlook combined with improving

international markets will provide the opportunity for strong performance. (1994 Carlisle Cos. Annual Report)----

Carlisle Companies will continue to look for appropriate acquisitions that can enhance their future growth andprofitability , and that can be purchased for prices that produce high returns. (1994 Carlisle Cos. Annual Report)

----Dry brake business of Motion Control is declining due to the shift to wet brakes in larger machines. (6/93 -GKSpringborn, P&SM)

----In charge of National Friction Products (division of Motion Control) research & development program is Joe Fox. Joewas with Raybestos and Thermoset before working for National Friction. Joe carries with him extensive knowledgeon wet friction disc, a product that National Friction doesn't manufacture today. With National Friction's involvementin aftermarket sales, it is believed that National Friction will have a wet friction disc that can be used in Cat's off-highway truck brakes within a few years. (6/93 - GKSpringborn, P&SM)

LAST D&B:LAST PROFILE REVIEW/UPDATE: April 21, 1995DUNS (D&B NUMBER):SIC (CODES):

CHAMPION FRICTION CO. INC.May 23, 200036EQ

INTERNET: http://www.championfriction.com/

COMPETITIVE TYPE: Manufacturer

MAJOR PRODUCT CLASSES: Drive Train (Friction)

LOCATIONS:

Headquarters - Eugene, OR, 845 McKinley St.

Branch - Eugene, OR, 2375 W. 7th Pl., Approx. 16,000 sq. ft. (Manufacturing)

Subsidiary - Advanced Friction Technology, Eugene, OR (100%), operates as a manufacturer of industrial friction products. (2/95 - D&B)

EMPLOYMENT:

Jun. 1987 - 26 (8 at headquarters) (11/87 - D&B) Jun. 1989 - 40 (9 at headquarters) (1/90 - D&B) Mar. 1993 - 25 (12 at headquarters) (8/93 - D&B) Sep. 1994 - 38 (30 at headquarters) (2/95 - D&B)

SALES:

Jun. 1989 - $3,500,000 projected (1/90 - D&B) Mar. 1993 - $3,000,000 projected (8/93 - D&B) Sep. 1994 - $5,000,000 projected (2/95 - D&B)

HISTORY:

Business started prior to 1927 by H.W. Clubb.

1927 - 1982 - Business was owned by Chester Dechert and William C. Dechert. In 1982 William became majoritystockholder. (2/95 - D&B)

PRODUCTS:

Champion Friction Company began with the manufacture of heavy duty industrial frictions for logging, offshore andmining winches. Since then they have expanded into the manufacture of industrial clutch parts, winches, hoists, tractorand other off highway equipment-as well as establishing a separate division for non-asbestos molded material andAFT 200* Kevlar ® reinforced materials. And, recently they added the manufacture and rebuilding of water cooledbrakes and clutches. (5/00 - http://www.championfriction.com/company/company.html)

----Stock disc brake pads and seal kits for B.F. Goodrich, Goodyear, Caterpillar, Clark, Fiat-Allis, Michigan, Terex,Trojan and Wagner. Exchange Bands and Shoes to fit virtually all heavy-duty brake and clutch applications plus

Industrial Hot Bonding. Manufacturer of Brake Bands, Brake Blocks for yarder, crane, hoist and winch applications.In-house capability to custom manufacture to your print or samples High performance Carbomet Plus on highway discpads in stock for immediate delivery. (5/00 - http://www.championfriction.com/products/brakes.html)

PRODUCT FEATURES:QUALITY:

Champion Friction product has been tested as part of P&SM's Competitive Parts Test Program. Refer to thefollowing: (2/95)

CTR No. Description PCB No.

DT90-11 Dry Brake Friction Material (A4) PEWP0018 DT90-12 Dry Brake Friction Material (H6) PEWP0019

MARKETING:

During 1993 and/or 1994 Champion is known to have advertised in the following magazines: (2/95)

- Rock & Dirt- Suppliers Guide (Source Line Inc.)- Southern Loggin' Times

----Agrees To Change Advertising 3/94 - In a recent advertisement, Champion stated "All Champion products meet orexceed original equipment manufacturer specifications." The ad also displayed CAT and several other OEM names,without a disclaimer stating the parts advertised were not that of the original equipment manufacturers.

Since Caterpillar's engineering specifications are proprietary information and not divulged to the public, Caterpillarrequested Champion to provide proof to back up their claim.

Champion stated they believed their statement was true, but would remove the phrase in its entirety from all ads asquickly as possible and to delete it from any future ads. (3/94 - RBRodgers, P&SM)

PRODUCT SUPPORT:WARRANTY:PRICING:

No transaction level price observations available in P&SM's Competitive Parts Report (CPR) system. (2/95)----

Pricing Dept. (P&MR) maintains list price information in their CIS system, the most current list effective July 13,1988. (2/95)

DISTRIBUTION & GEOGRAPHIC AREAS SERVED:

Territory is reportedly International (11/87 & 1/90 D&Bs say U.S. and Canada), has 1200 accounts, sells to loggingand heavy equipment dealers. (2/95 - D&B)

GENERAL:

Ranked by M&DS as a 'B' DT (Dry Brake Components) competitor and an 'AR' (Brake Components) competitor.(2/95)

----51% (80% last year) of capitol stock owned by 52 year old William C. Dechert (President);49% (20% last year) owned by Richard Walker (Vice President – General Mgr.), also 52 years old. (2/95 - D&B)

----Caterpillar supplier Raymark Friction Co. believes the biggest manufacturers that sell dry brake components to theaftermarket are Champion Friction Co., Motion Control/Carlisle, Abex, Thermoset Inc., Ferracto, Stamco, andScanpac. (6/93 - GKSpringborn, P&SM, DT)

----Offers a toll-free 800 phone number and a fax number. (2/95)

APPARENT MARKETING STRATEGY: Targets the replacement parts market (8/93)ASSESSMENT OF STRENGTHS:ASSESSMENT OF WEAKNESSES:FUTURE OUTLOOK:LAST D&B: February 14, 1995DUNS (D&B NUMBER): 00-903-1683SIC (CODES): 3499LAST PROFILE REVIEW/UPDATE: February 15, 1995 (minor update May 23, 2000)

MERITOR AUTOMOTIVE INC. - NEWSJuly 15, 200064BVNEWS

http://www.meritorauto.com/

ARVIN INDUSTRIES AND MERITOR AUTOMOTIVE MERGER COMPLETE, FORMING ARVINMERITOR,INC. 7/15/00

The merger of Arvin Industries Inc. and Meritor Automotive Inc. was completed July 7, 2000, forming ArvinMeritor,Inc., a $7.5-billion global automotive supplier.

Arvin Industries, Inc., is a global manufacturer of automotive components with over 60 manufacturing facilities and 6technical centers located in 22 countries. Arvin is a leading manufacturer of automotive exhaust systems; ride controlproducts; air, oil and fuel filters; and gas charged lift supports. Replacement products are sold under varioustrademarks including Arvin, Maremont, Timax, ANSA and ROSI exhaust systems; Gabriel shock absorbers; Purolatorfilters; and StrongArm gas charged lift supports.

Meritor, with 1999 sales of $4.5 billion, is a global supplier of a broad range of systems and components forcommercial, specialty and light vehicle OEMs and the aftermarket. Meritor consists of two businesses: Heavy VehicleSystems, a leading supplier of complete drivetrain systems and components for medium- and heavy-duty trucks,trailers and off-highway equipment and specialty vehicles, including military, bus coach, and fire and rescue; andLight Vehicle systems, a major supplier of roof, door, access control and suspension systems, and wheel products forpassenger cars, light trucks and sport utility vehicles. (7/6/00 & 7/10/00 – PRNewswire)

ARVIN AND MERITOR TO MERGE CREATING A $7.5 BILLION LEADING GLOBAL AUTOMOTIVESUPPLIER 4/15/00

On April 6, 2000, Arvin Industries, Inc. and Meritor Automotive, Inc. announced that the two companies have enteredinto a definitive agreement to combine their businesses in a strategic merger of equals. The transaction will create apremier global supplier of a broad range of integrated systems, modules and components for light vehicle, commercialtruck, trailer and specialty original equipment manufacturers (OEMs) and related aftermarkets.

The new company, to be called ArvinMeritor, Inc., will have combined revenues of $7.5 billion. It will have itscorporate headquarters in Troy, Michigan. All its operating units will remain at their current locations.

The combined product portfolio and technological expertise of the two companies will support their goal of becominga global provider of integrated solutions for light and heavy vehicle undercarriage, drivetrain, exhaust and aperturemodules, and systems. The combination will also expand their light and heavy vehicle systems product range andstrengthen their presence in the worldwide motor vehicle aftermarket.

Arvin Industries, Inc., with 1999 sales of $3.1 billion, is a global manufacturer of automotive components with morethan 60 manufacturing facilities and six technical centers located in 22 countries. Arvin is a leading manufacturer ofautomotive exhaust systems; ride control products; air, oil and fuel filters; and gas-charged lift supports. (4/6/00 -Business Wire)

LUCASVARITY COMPLETES SELL OF ITS HEAVY VEHICLE BRAKING BUSINESS TO MERITOR 2/99

On February 1, 1999, LucasVarity plc announced that it had completed the sale of its Heavy Vehicle Braking Systems(HVBS) division to Meritor Automotive Inc of the United States for 235 million Pounds Sterling ($390 million) in

cash. In LucasVarity's fiscal year 1997, HVBS had total sales of approximately 175 million pounds ($290 million) andnet assets of approximately 65 million pounds ($110 million).

LucasVarity announced its intention to sell its HVBS business in August, 1998. Headquartered in Dayton, Ohio, itemploys around 1,800 people and has seven production and technical facilities throughout the United States andEurope. (2/1/99 - PRNewswire)

COMPLETES ACQUISITIONS OF EUCLID INDUSTRIES AND VOLVO'S HEAVY TRUCK AXLEMANUFACTURING OPERATIONS 1/99

On January 4, 1999, Meritor Automotive, Inc. announced that it had completed the acquisition of Euclid Industries, aleading supplier and manufacturer of aftermarket replacement parts for a wide range of medium- and heavy-dutyvehicles. Meritor also announced that it has completed the acquisition of the heavy truck axle manufacturingoperations of Volvo Truck Corporation in Lindesberg, Sweden.

As previously stated on December 7, 1998, when Meritor announced its entry into definitive agreements, theseacquisitions advance the Company's growth initiatives and further strengthen its position in the global automotiveoriginal equipment and aftermarket segments.

Meritor, with 1998 sales of more than $3.8 billion, is a global supplier of a broad range of components and systems forcommercial, specialty and light vehicle OEMs and the aftermarket. Meritor consists of two businesses: Heavy VehicleSystems, a leading supplier of drivetrain systems and components for medium- and heavy-duty trucks, trailers and off-highway equipment and specialty vehicles including military, bus and coach, and fire and rescue; and Light VehicleSystems, a major supplier of roof, door, access control, suspension and seat adjusting systems and wheels forpassenger cars, light trucks and sport utility vehicles. (1/4/98 - PRNewswire) Additional information on Euclid isavailable via the internet: http://www.euclidind.com)

LUCASVARITY SELLS ITS HEAVY VEHICLE BRAKING BUSINESS TO MERITOR 11/98

On Nov. 23, 1998, LucasVarity plc announced that it had signed a definitive agreement to sell its Heavy VehicleBraking Systems (HVBS) Division to Meritor Automotive Inc. for 235 million pounds sterling ($390 million) in cash.The transaction, which is subject to normal regulatory approvals, is expected to close by the end of the year.

In LucasVarity's fiscal year 1997, HVBS had total sales of approximately 175 million pounds ($290 million) and netassets of approximately 65 million pounds ($110 million). Headquartered in Dayton, Ohio, it employs around 1,800people and has seven production and technical facilities throughout the United States and Europe.

The acquisition reflects Meritor's efforts to expand their presence in Europe, an area where they are focusingsubstantial energy and resources, and to provide Heavy Vehicle Systems original equipment and WorldwideAftermarket customers with a comprehensive offering of drivetrain systems and components. More specifically, theacquisition will assist Meritor in supporting commercial vehicle OEMs in Europe with their move toward disc braketechnology as they deintegrate and outsource.

The acquisition supports Meritor's strategy to grow their Worldwide Aftermarket business. HVBS provides additionalproducts for our aftermarket customers and expands the business's geographical market reach. The acquisition isexpected to add a total of 240 million pounds ($400 million) to Meritor's sales in 1999.

LucasVarity's Heavy Vehicle Braking Systems components include air disc brakes, hubs, drums and hydraulic brakes,and naturally complement Meritor's broad brake system offering of foundation brakes, automatic slack adjusters,wedge brakes, air disc brakes, anti-lock braking systems, air dryers and valves. HVBS will become part of Meritor's

Heavy Vehicle Systems and Worldwide Aftermarket businesses.

Meritor, with 1998 sales of more than $3.8 billion, is a global supplier of a broad range of components and systems forcommercial, speciality and light vehicle OEMs and the aftermarket. Meritor consists of two businesses: Heavy VehicleSystems and Light Vehicle Systems. (11/23/98 - PRNewswire)

TO OPEN NEW ASSEMBLY FACILITY TO BETTER SERVE ITS HEAVY VEHICLE OEM CUSTOMERS 8/98

On August 12, 1998, Meritor Automotive, Inc. announced that it will open a new assembly facility in Manning, SouthCarolina to better serve its Southeastern United States heavy vehicle OEM customers.

The new location will be operated solely for the assembly of various heavy-duty truck drivetrain componentsincluding cam brake systems, automatic slack adjusters, driveline systems, and miscellaneous hydraulic and air discbrake systems for off-highway applications.

Production is planned to begin at the 80,000 sq.-ft. facility in December 1998. Once the plant is fully operational inDecember 1999, it will employ approximately 200 people.

Meritor, had 1997 sales of more than $3.3 billion. Meritor consists of two businesses: Heavy Vehicle Systems, aleading supplier of drivetrain systems and components for medium- and heavy- duty trucks, trailers and off-highwayequipment and specialty vehicles, including military, bus and coach, and fire and rescue; and Light Vehicle Systems, amajor supplier of roof, door, access control and seat adjusting systems, electric motors and electronic controls,suspension systems and wheels for passenger cars, light trucks and sport utility vehicles. (8/12/98 - PRNewswire)

NEW ELECTRONIC PARTS CATALOG TO BE AVAILABLE ON INTERNET 4/98

Meritor Automotive's new electronic parts catalog system, takes all the information available in Meritor's partscatalogs and makes it quickly accessible to the customer via today's computer technology. In addition to partsinformation, the Xpressway system includes other helpful information in an easy-to-use format.

The new electronic parts catalog system is available immediately on CD-ROM and will also be available on Meritor'sInternet site www.meritorauto.com, later this summer. The company will update the CD-ROM when appropriate andsend the new versions to its dealer and distributor customers.

This allows the counter person to focus on the high quality and fast service that their customers will appreciate. Thisnew electronic parts catalog system will help customers receive the information they need fast, without the headacheof paper shuffling. Reportedly the new electronic system will also help free-up valuable time for counter personnel,estimating that time-consuming calls to Meritor for assistance can be reduced by 80 percent.

The Xpressway electronic parts catalog system contains information on Meritor's brake, driveline, front axle andMeritor WABCO products. By the end of 1998, information on the company's drive axle, transmission, clutch, off-highway and specialty products components will be integrated into the system. The new system will include evenmore information as the system evolves, such as inclusion of all Meritor bills of materials (BOMs) from plants outsideNorth America.

The first version of the Xpressway system will include all current Meritor BOMs. The capability to view assemblies'complete BOMs will save a considerable amount of time. For example, a component as small as a screw on acomplete axle assembly can be found quickly and easily.

Photographs and exploded views of components and assemblies will also help users find the exact parts they need

faster, while allowing inexperienced counter persons to identify the current Meritor or "All-Makes'' replacement parts.In fact, the CD-ROM provides information on more than 100,000 Meritor parts.

The Xpressway electronic parts catalog system allows flexible searches. The user can perform a search for parts basedon any one of the following categories:

- full or partial part number- casting/forging/stamping number- part attribute (length, width, height, lining mix, etc.)- application (make, model, year)

Graphical interface capabilities of the system allow for intuitive searches, such as exploded views. Also available arepictures of all cataloged parts and BOMs for all aftermarket kits and current Meritor production assemblies. To assistthe user even further, the system has the ability to conduct component "where used'' searches and build comparisontables on similar parts.

In addition to catalog information, the user can receive information on Meritor's training programs and instructions onhow to receive technical assistance from Meritor.

Customers can request Meritor's Xpressway CD-ROM by calling 888-725-9355 or sending an e-mail [email protected].

Meritor, with 1997 sales of $3.3 billion, is a global supplier of a broad range of components and systems forcommercial, specialty and light vehicles. Meritor consists of two businesses: Heavy Vehicle Systems, a leadingsupplier of drivetrain systems and components for medium- and heavy-duty trucks, trailers and off-highwayequipment and specialty vehicles including military, bus and coach, fire and rescue; and Light Vehicle Systems, amajor supplier of roof, door, access control and seat adjusting systems, electric motors, suspension systems and wheelsfor passenger cars, light trucks and sport utility vehicles. (4/15/98 - PRNewswire)

COMBINES HEAVY AND LIGHT VEHICLE SYSTEMS AFTERMARKET GROUPS 2/98

The aftermarket sales and service functions of Meritor's Heavy Vehicle Systems and Light Vehicle Systems will becombined to form the Aftermarket Services organization. This new business unit will bring together all aftermarketactivity worldwide to gain operating efficiencies and will report directly to Meritor Chairman and Chief ExecutiveOfficer, Larry D. Yost. With its historical Heavy Vehicle Systems focus, the aftermarket business will expand itsscope to serve the Light Vehicle Systems markets.

Meritor's aftermarket business, with 1997 sales of approximately $300 million, today supplies an extensive line ofdrive train and brake system parts for trucks, trailers, buses, and specialty and off-highway vehicles.

Other organizational alignments are taking place within Meritor to accelerate global growth and leverage operatingefficiencies and customer service practices across its businesses. (2/2/98 - PRNewswire)

ROCKWELL SPINS OFF AUTOMOTIVE BUSINESS 10/1/97, FORMING MERITOR AUTOMOTIVE INC. 10/97

Effective October 1, 1997, Rockwell International spun off its Rockwell Automotive Div., forming MeritorAutomotive Inc.

Meritor business consists of two global businesses; Light Vehicle Systems and Heavy Vehicle Systems (HVS). HVSis a supplier of drive train systems and components for medium - and heavy-duty trucks, trailers, off-highway

equipment, and specialty vehicles.

Headquartered in Troy, Michigan, Meritor employs more than 16,000 people at 58 manufacturing, research, and salesfacilities in 15 countries and had 1996 sales of approx. $3.1 billion (44% to International customers), serving morethan 800 OEMs. (10/1/97 - PR Newswire)

MIDLAND-GRAU HEAVY DUTY SYSTEMS - NEWSApril 30, 199841BYNEWS

Includes the former Midland-Ross Corp. Neither name is still used.

Haldex Group http://www.hse.haldex.comHaldex Brake Systems Division http://www.haldexbrakes.com

HALDEX BRAKE SYSTEMS NOW INCLUDES HALDEX MIDLAND SERVICES (POSTED 3/29/00)

Haldex’s new Brake Systems Division was formed after the acquisition of Midland-Grau in April 1998.

PARENT SELLS HEAVY-DUTY BRAKE BUSINESS TO THE HALDEX GROUP 4/98

On April 3, 1998, Echlin Inc. announced that it had completed the sale of its Midland-Grau heavy-duty brakeoperations to The Haldex Group of Sweden.

The transaction completes the divestiture of the under performing and non-core businesses Echlin had identifiedas part of their repositioning effort.

The Midland-Grau North American businesses will be realigned and integrated into two divisions within theglobal Haldex Group: Haldex Brake Systems and Haldex Midland Services.

The Haldex Brake Systems Division will include Haldex Brake Products Corporation (comprised of the formerMidland-Grau, Prattville Manufacturing Inc., and Haldex OEM businesses) to serve the global OEM customersfor the Haldex brake systems and friction components.

Haldex Midland Services will include Haldex Midland Corporation, Haldex Midland Limited (the formerMidland-Grau aftermarket businesses in the US and Canada) and United Brakes Systems. Haldex MidlandServices will serve the North American Aftermarket customers for the complete Haldex and Midland productranges.

Annual sales for Midland-Grau are approximately $330 million. Echlin will use proceeds from the sale toreduce outstanding debt.

The Haldex Group is a global producer of proprietary products for trucks, cars and industrial vehicles, withspecial emphasis on performance and safety items. The Group, listed on the Stockholm Exchange, has annualsales of $310 million and 1,900 employees. (4/3/98 - Business Wire and Haldex Letter)

SEPTEMBER 1996, MIDLAND-GRAU OPENED NEW WEST COAST DISTRIBUTION CENTER FORLIKE-NU REMANUFACTURED PRODUCTS 1/97

Effective September 1, 1996, Like-Nu remanufactured product purchases made by Midland-Grau distributorslocated in the nine western states (Alaska, Arizona, California, Hawaii, Idaho, Nevada, Oregon, Washington,and Utah), will be handled through the new West Coast distribution center in Stockton, California. The openingof this new distribution center will allow for more timely shipments of Like-Nu product to West Coastcustomers, as well as reduce the amount of time that is now necessary to process core returns.

Order Entry Procedure Remains the Same - Midland-Grau Distributors located in the West Coast region willcontinue to place orders for Like-Nu remanufactured products in the same manner as they are currently beingplaced (800 phone number).

Core Return Destination - Midland-Grau distributors located in the West Coast region are now asked to shipcore returns to the new distribution center location in Stockton, California. (1/97 - Midland, Internet News)

ANOTHER FACILITY ISO 9001 CERTIFIED 6/96

Midland-Grau's Midland Brake Inc. facilities in Paris, Tennessee, recently received the ISO 9001 qualitycertification. (7/96 - OEM Off-Highway Magazine)

RECEIVES ISO9001 CERTIFICATION 1/96

Midland-Grau's Iola, Kansas manufacturing plant has recently received ISO9001 quality certification. (1/96 -OEM Off-highway Magazine)

MIDLAND-GRAU HEAVY DUTY SYSTEMS (FORMERLY MIDLAND BRAKE INC.)July 11, 199641BY

Also see document no. 41BYNEWS.

INTERNET: http://www.midland.com/

COMPETITIVE TYPE: ManufacturerRemanufacturer

MAJOR PRODUCT CLASSES: Drive Train (Brakes)Engine (Air Compressors)

LOCATIONS:

Headquarters - Kansas City, MO

Owns 42,000 sq. ft. in two story stone and glass building in good condition. Suburban business section on welltraveled street. (3/96 - D&B)

Branches

- Kansas City, MO = warehousing and distribution- Broken Arrow, OK = die casting- Paris, TN = air brake manufacturing- Iola, KS = air brake manufacturing- Marion, NC = remanufacturing- Cuba, MO = stamping plant (3/96 - D&B)

EMPLOYMENT:

1992 = 1,300 (189, headquarters) (3/93 - D&B)Feb 1996 = 1,400 (200, headquarters) (3/96 - D&B)

SALES:

Fiscal year ends August 31.----

Year Sales Worth

1989 -- $27,236,929 (3/93 - D&B)1990 -- 28,837,375 (3/93 - D&B)1991 -- 27,831,264 (3/93 - D&B)1992 $160,000,000 30,079,390 (3/93 & 3/96 - D&Bs)

- 2 -

projected1993 -- 33,975,8691994 -- 38,149,164

----Trend for revenues is up due to improvements in operations. (3/93 - D&B)

HISTORY:

1982 - August, Echlin acquired Midland Brake Div. of Midland - Ross Corp. for $4,500,000 and a subsidiary ofMidland-Ross for $12,500,000, forming Midland Brake Inc.

1990 - August, moved to Kansas City, MO from Owosso, MI1995 - Possibly 1996, not sure of effective date, but company name changed from Midland Brake Inc. to Midland-

Grau Heavy Duty Systems.1998 - Echlin Inc. completed the sale of Midland-Grau heavy-duty brake operations to The Haldex Group of

Sweden, 4/3/98.

PRODUCTS:

Manufactures heavy duty and medium duty truck air brake systems for both OEM and aftermarket (100%). (3/96 -D&B)

----To Exit Aftermarket Waterpump Business - Reportedly Midland-Grau Heavy Duty Systems (formerly Midland BrakeInc.) has stated they will stop competing in the aftermarket waterpump business for Caterpillar applications. It is notbelieved that this was a very big portion of their business. Midland is not a supplier to Caterpillar for waterpumps, butis for brake components and air compressors. (12/12/95 - MBHyde, M&DS, Engine Gp.)

PRODUCT FEATURES:QUALITY:

1996 ISO Certified.

MARKETING:PRODUCT SUPPORT, WARRANTY:PRICING:DISTRIBUTION & GEOGRAPHIC AREAS SERVED:

Has 2,000 accounts. Sells to automotive wholesalers and OEMs. Territory is United States and Canada (95%), export(5%). (3/93 and 3/96 - D&Bs)

GENERAL:

Ranked by as an 'A' Drive Train (Brake Components) Competitor/Supplier and an 'A' and 'AR' Engine (AirCompressor) Competitor/Supplier. (7/96)

----Trade names used by Midland are Grau Div. and Like-Nu Div.(3/96 - D&B)

- 3 -

----Echlin has 73 other subsidiaries. (3/96 - D&B)

APPARENT MARKETING STRATEGY:ASSESSMENT OF STRENGTHS:ASSESSMENT OF WEAKNESSES:FUTURE OUTLOOK:

Financial condition strong. (3/96 - D&B)

LAST D&B: March 11, 1996LAST PROFILE REVIEW/UPDATE: July 11, 1996DUNS (D&B NUMBER): 10-651-3385 Midland Brake Inc.

00-116-8046 Echlin Inc.SIC (CODES): 37 14

PERFORMANCE FRICTION CORP.April 23, 199354TM

INTERNET: http://www.performancefriction.com/

COMPETITIVE TYPE: ManufacturerDistributor

MAJOR PRODUCT CLASSES: Drive Train

LOCATIONS:

Headquarters - Clover, South Carolina, USA, 83 Carbon Metallic Hwy

Leases 70,000 sq. ft. in a one story brick and concrete building in normal condition. (4/93 - D&B)----

PFC - Gastonia, North Carolina, 108 Chicksaw Road

Mach 3 - Gastonia, North Carolina, 1940 Kyle Court

PFC - UK Offices, Buxton, Derbyshire

PFC - Japan Offices, Tsuji, Urawa-City, Saitama-Pref 336-0026, Japan

EMPLOYMENT:

1989 - 195 (1/90 - D&B)1992 - 150-200, Employees peak to 200 during summer. (4/93 - D&B)

SALES:

Private company, declined all financial information. (4/93 - D&B)

HISTORY:

1948 - Business started by Earl Burgoon.1990 - July, moved to Clover, SC from Gastonia, NC

PRODUCTS:

Off-Highway brake friction components. Also produces components for several other types of applications.----

Manufactures advanced friction composites (100%) including disc brake pads under "Carbon Metallic" trademark.(4/93 - D&B)

----Primarily organic dry disc. R&D in process of developing new material for wet disc. (6/90 Independent Study)

----Distributes several other brands of metallic and non-metallic friction materials. (6/90 - Independent Study)

PRODUCT FEATURES:QUALITY:

QS9000 and ISO9001 certified. (6/00 - PFC Internet)----

Refer to the following Competitive Test Reports (CTR) and Parts Competitive Bulletins (PCB):

CTR No. Description PCB No.

DT90-11 Brake Friction Material (A4) PEWP0018DT90-12 Brake Friction Material (A6) PEWP0019

----Rumored to be a low quality product. Dropped as a Cat supplier. (6/90 - Independent Study)

MARKETING:PRODUCT SUPPORT:WARRANTY:

PRICING:

No price information available in Parts Pricing Dept.'s CIS system. (4/93)----

Price leader (6/90 - Independent Study)

DISTRIBUTION & GEOGRAPHIC AREAS SERVED:

Territory is International. Sells to original equipment and aftermarkets in the industrial, off-road, racing and on-highway automotive industries. (4/93 - D&B)

----Construction Equipment Magazine's 1993 Buyer's Guide lists Catco, St. Paul, MN (plus branches) as a distributor oftheir product.

----Business mix:

Automotive 50%Off-highway equipment 20%Industrial 30%Total 100% 6/90 - Independent Study)

----Supplies Komatsu and Dresser. (6/90 - Independent Study)

----

Concentrates on mining applications. (6/90 - Independent Study)

GENERAL:

Ranked by P&SM as an 'A' Drive Train (Brake Component) Competitor. (4/93)----

100% of capitol stock is owned by Donald Burgoon. (4/93 - D&B)----

1990 (may still be) associate member of Independent Distributors Association (IDA). (1990 - IDA MembershipRoster)

APPARENT MARKETING STRATEGY:ASSESSMENT OF STRENGTHS:ASSESSMENT OF WEAKNESSES:FUTURE OUTLOOK:LAST D&B: April 22, 1993DUNS (D&B NUMBER): 01-757-3171SIC (CODES): 37 14LAST PROFILE REVIEW/UPDATE: April 23, 1993

RAYBESTOS PRODUCTS COMPANYAugust 29, 200056GA

(Subsidiary of Raytech Composites Inc., Shelton, CT. Top parent is Raytech Corporation, Trumbull, CT,holding company.)

INTRERNET: http://www.raybestosproducts.com/

COMPETITIVE TYPE: Manufacturer

MAJOR PRODUCT CLASSES: Drive Train

LOCATIONS: Headquarters - Crawfordsville, IN

- Raybestos Tech Center, Crawfordsville, IN- Peoria Sales Office, Peoria, IL- European Sales Office, Raybestos Reibtechnik GmbH Quettinger Strasse 220 D-51381 Leverkusen Germany- Raybestos United Kingdom Ltd., Liverpool, England- Advanced Friction Materials Company (AFM), Sterling Heights, MI

EMPLOYMENT:

1991 - 700 (6/91 - Automotive Industries Magazine)1992 - 600 (585, headquarters) (2/93 - D&B)

SALES: Fiscal year ends late December.

Year Sales Worth

1990 -- $28,160,590 (2/93 - D&B)1991 -- $30,243,610 (2/93 - D&B)1992 $72-75,000,000 -- (2/93 - D&B)

(projected)

HISTORY:

1982 - Product known as Raybestos-Manhattan prior to 1982.1983 - Fully equipped research and development facility built. (6/90 - Automotive Industries Magazine)1987 - Raybestos Products Company, came about when the assets of Raymark Corporation were purchased

by Raytech Corporation.1988 - Specialized paper saturation equipment installed and paper making machine began operations. (6/90

- Automotive Industries Magazine)1989 - March, Raytech Corp. (top parent) filed a Chapter 11 petition for reorganization in order to obtain a

ruling on asbestos liability. (2/93 - D&B and 8/89 Value Line Report)

1996 - Raybestos Product Co., Crawfordsville, Indiana, has acquired a minority interest in AdvancedFriction Materials Co., Sterling Heights, Michigan. The two companies have also entered into anagreement to share material, product and manufacturing process technology for automatictransmission friction products. (5/96 - Diesel Progress, Engines & Drives Magazine)

PRODUCTS:

Raybestos Products Company is one of the largest developers and suppliers of friction material products in theworld. Their products can be found in wet clutch, wet brake, torque converter, differential and synchronizerapplications. In the Crawfordsville Indiana plant, they have the capability to produce a wide range of frictionmaterials including paper, graphitic, elastomeric, and sintered metal products.

QUALITY:

Crawfordsville, IN facility is a Certified Supplier to Caterpillar. (3/93)----

Raytech subsidiaries achieve QS-9000 and ISO 9001 Certification: On September 30, 1998, RaytechCorporation announced that two more of its subsidiaries have achieved QS-9000 and ISO 9001 certification, thevalidation of quality performance required to do business in the automotive industry today.

Raybestos Industrie-Produkte GmbH of Morbach, Germany, received the designation for its research anddevelopment, production and finance and administrative operation. The subsidiary is a leading producer of dryfriction material for use in Europe and the United States.

Raybestos Friction Products (Suzhou) Co. Ltd. of Suzhou, China, also received QS-9000 certification forfinishing operations. The Suzhou facility celebrated its grand opening on September 15, 1998. Although thefinishing operation was the only step available for audit, it is anticipated the remainder of the processes will beQS-9000 certified in the near future.

Raybestos Products Company, which specializes in the design, development, production and distribution offriction materials, and the production and distribution of specialty engineered friction-related products to theautomotive and heavy duty markets received QS-9000 and ISO 9001 certification earlier in 1998. (9/30/98 -Business Wire)

----Raybestos earned the Targets of Excellence award from the Allison Transmission Division of General Motorsfor its clutch plates. (1/91 - OEM Off-Highway Magazine)

MARKETING:PRODUCT SUPPORT:WARRANTY:PRICING:

DISTRIBUTION & GEOGRAPHIC AREAS SERVED:

Sells to automotive market and heavy duty industry, has 200 accounts, territory is United States (95%) andexport (5%). (2/93 - D&B)

----Sells to OEMs and the aftermarket.

----

As of January, 1993, Caterpillar supplier, Raybestos Products Co. will no longer sell products to Westrock.Westrock's apparent new supplier will be Thermoset Inc. (11/92 - GKSpringborn, P&SM, DT & CentralPurchasing)

GENERAL:

Ranked by P&SM as a 'B' and 'BR' DT (Dry Brake Components) Competitor/Supplier. (8/00)

APPARENT MARKETING STRATEGY:ASSESSMENT OF STRENGTHS:ASSESSMENT OF WEAKNESSES:FUTURE OUTLOOK:LAST D&B: February 27, 1993LAST PROFILE REVIEW/UPDATE: Minor Update, August 29, 2000DUNS (D&B NUMBER): 60-129-3012 61-366-3285 Raytech CompositesSIC (CODES): 37 14

ROCKY MOUNTAIN BRAKE SUPPLY INC.January 29, 199660LU

Not related to Brake Supply Co.

COMPETITIVE TYPE: Distributor

MAJOR PRODUCT CLASSES: Drive Train (Brakes)

LOCATIONS:

Headquarters - Casper, Wyoming1489 N. Bryan Stock Trail

Headquarters consist of two buildings; industrial section on well-traveled street; leases 9,650 sq. ft.

Branch - Elko, Nevada (1/96 - D&B)2252 Last Chance Road

EMPLOYMENT:

Sep 1995 - 30 (14 at headquarters) (1/96 - D&B)

SALES:

Fiscal year ends December 31.----

Sales Profit (Loss) Worth

1993 $4,589,721 -- $861,746 (1/96 - D&B)1994 4,404,309 (55,161) 818,781 (1/96 - D&B)1995 5,000,000 projected 9/26/95 -- (1/96 - D&B)

HISTORY:

1980 - Business started by Hall Brake Supply Inc., Phoenix, AZ. Operated as a branch until 1984.1984 - October, ownership change.

PRODUCTS:

Wholesales large industrial brakes (100%). (1/96 - D&B)

PRODUCT FEATURES:QUALITY:

MARKETING:PRODUCT SUPPORT, WARRANTY:PRICING:

No list price information in Pricing's CIS system. (1/96)----

No transaction level price observations in the Competitive Parts Report (CPR) portion of PMIS. (1/96)

DISTRIBUTION & GEOGRAPHIC AREAS SERVED:

Territory is Montana, Utah, Colorado, Wyoming, North Dakota, South Dakota, Idaho, Nevada, and California. Sellsto mines and off-highway industrial concerns. (1/96 - D&B)

GENERAL:

100% of capital stock is owned by Kenny Baker Jr., president. (1/96 - D&B)----

Not a member of Independent Distributors Association (IDA). (1995 Membership Roster)----

Not on Caterpillar Export Services (CES) Reseller List. (1/96)

APPARENT MARKETING STRATEGY:ASSESSMENT OF STRENGTHS:ASSESSMENT OF WEAKNESSES:FUTURE OUTLOOK:

Financing secured, financial condition strong. (1/96 - D&B)

LAST D&B: January 3, 1996LAST PROFILE REVIEW/UPDATE: January 29, 1996DUNS (D&B NUMBER): 12/141-7091

SIC (CODES): 5013 Wholesales Brakes

THERMOSET INC.June 13, 199562AG

COMPETITIVE TYPE: Manufacturer

MAJOR PRODUCT CLASSES: Drive Train

LOCATIONS:

Headquarters/Manufacturing - Thiensville, WI (Mequon, WI)

Branch - Jackson, WI - manufacturing facility

EMPLOYMENT:

1992 = 50 42 at headquarters (10/92 - D&B)Aug 1994 = 111 80 at headquarters (6/95 - D&B)

SALES:

1992 = $4,150,000 Estimated (10/92 - D&B)1993 = $7,700,000 (6/95 - D&B)

Aug 1994 = $8,500,000 Projected (6/95 - D&B)

HISTORY:

1975 - Business started.1982 - Relocated to Thiensville, WI from Milwaukee, WI.1985 - Research and Development Center established in Mequon, WI.

PRODUCTS:

Thermoset manufactures bonded brake and clutch components and friction materials (asbestos free) for a multitude ofdry and oil-cooled applications. Some of the industries they serve include: recreation vehicle, heavy duty vehicles,agricultural, material handling, crane & hoist, lawn & garden, and appliance.

Thermoset can't manufacture bores and are most active with disks smaller than 12 inches (2.54mm = 1 inch). Theirtechnology for paper products has increased significantly with time. (11/92 - GKSpringborn, P&SM, DT)

----Sheepbridge Sintered Products has signed a joint venture agreement with the U.S. firm Thermoset. Under theagreement, Sheepbridge will supply Thermoset with friction materials for commercial vehicles to sell in the U.S. andSheepbridge will market Thermoset's range which is principally based on non-asbestos paper friction materials.(6/17/86 - Financial Times)

PRODUCT FEATURES:QUALITY:MARKETING:PRODUCT SUPPORT:WARRANTY:PRICING:

No list price information currently in Pricing Department's (P&MR) CIS System. (6/95)

DISTRIBUTION & GEOGRAPHIC AREAS SERVED:

Territory is International, sells to OEM accounts; has 50 accounts. (6/95 - D&B) 10/92 D&B stated territory was U.S.----

Westrock Co., Little Rock, AR became a customer of Thermoset as of late 1992, because Caterpillar supplierRaybestos Products Co. will no longer sell products to Westrock as of January 1993. (11/92 - GKSpringborn, P&SM,DT & Central Purchasing)

GENERAL:

Thermoset is ranked as an 'A' DT (friction material) competitor. (8/00)----

100% of capitol stock is owned by John McGourthy. McGourthy is a former employee of Raybestos Manhatten Co. -1962 through 1975.

----Thermoset's "main chemist" was Joe Fox. He was instrumental in making Thermoset what it is today, but he leftThermoset to work for National Friction Products because the owner of Thermoset (John McGourthy) wanted to bringhis sons into the business, which must have contradicted with Joe Fox's principle. (11/92 - GKSpringborn, P&SM,DT)

APPARENT MARKETING STRATEGY:ASSESSMENT OF STRENGTHS:

Complete design, custom formulation and testing services. Strength is bonding of clutch pads and brake linings.Current owner/president of Thermoset previously worked 13 years with Raybestos. (11/92 - GKSpringborn, P&SM,DT)

ASSESSMENT OF WEAKNESSES:

Very small company with perceived limitations in volume production. No core manufacturing capability. (11/92 -GKSpringborn, P&SM, DT)

FUTURE OUTLOOK:LAST D&B: June 13, 1995LAST PROFILE REVIEW/UPDATE: June 13, 1995DUNS (D&B NUMBER): 07-892-6979SIC (CODES): 34 99