UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D. C. 20549
                                    FORM 10-Q

[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES  EXCHANGE
ACT 1934

For the quarterly period ended July 1, 2007

                                       or

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934.

For the transition period from                     to
                               -------------------    --------------------

Commission File Number:       0-27618
                              -------

                          COLUMBUS MCKINNON CORPORATION
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

             NEW YORK                                  16-0547600
--------------------------------------------------------------------------------
  (State or other jurisdiction of         (I.R.S. Employer Identification No.)
   incorporation or organization)

    140 JOHN JAMES AUDUBON PARKWAY, AMHERST, NY               14228-1197
--------------------------------------------------------------------------------
     (Address of principal executive offices)                 (Zip code)

                                 (716) 689-5400
--------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)


--------------------------------------------------------------------------------
      (Former name, former address and former fiscal year, if changed since
       last report.)


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. : [X] Yes [ ] No

Indicate by checkmark  whether the registrant is a large  accelerated  filer, an
accelerated  filer, or a  non-accelerated  filer. See definition of "accelerated
filer and large accelerated filer" in Rule 12b-2 of the Act.
 Large accelerated filer [ ]   Accelerated filer [X]   Non-accelerated filer [ ]

Indicate by check mark whether the  registrant is a shell company (as defined in
Rule 12b-2 of the Exchange Act). [ ] Yes [X] No

The  number  of  shares of common  stock  outstanding  as of July 31,  2007 was:
18,911,034 shares.


<PAGE>


                                 FORM 10-Q INDEX
                          COLUMBUS MCKINNON CORPORATION
                                  JULY 1, 2007


                                                                          PAGE #
                                                                          ------
PART I.  FINANCIAL INFORMATION

Item 1.    Condensed Consolidated Financial Statements (Unaudited)

           Condensed consolidated balance sheets -
              July 1, 2007 and March 31, 2007                                  2

           Condensed consolidated statements of operations
              and retained earnings - Three months ended
              July 1, 2007 and July 2, 2006                                    3

           Condensed consolidated statements of cash flows -
              Three months ended July 1, 2007 and July 2, 2006                 4

           Condensed consolidated statements of comprehensive income -
              Three months ended July 1, 2007 and July 2, 2006                 5

           Notes to condensed consolidated financial statements -
              July 1, 2007                                                     6

Item 2.    Management's Discussion and Analysis of Results of Operations
              and Financial Condition                                         14

Item 3.    Quantitative and Qualitative Disclosures About Market Risk         20

Item 4.    Controls and Procedures                                            20

PART II.  OTHER INFORMATION

Item 1.    Legal Proceedings - none.                                          21

Item 1A.   Risk Factors                                                       21

Item 2.    Unregistered Sales of Equity Securities
              and Use of Proceeds - none.                                     21

Item 3.    Defaults upon Senior Securities - none.                            21

Item 4.    Submission of Matters to a Vote of Security Holders - none.        21

Item 5.    Other Information - none.                                          21

Item 6.    Exhibits                                                           21


                                     - 1 -
<PAGE>


PART I.     FINANCIAL INFORMATION

Item 1.     Condensed Consolidated Financial Statements (Unaudited)

                          COLUMBUS MCKINNON CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS

                                                 JULY 1,           MARCH 31,
                                                  2007               2007
                                               ----------         ----------
ASSETS:                                               (IN THOUSANDS)
Current assets:
      Cash and cash equivalents                $   61,898         $   48,655
      Trade accounts receivable                   105,136             97,269
      Unbilled revenues                             7,935             15,050
      Inventories                                  85,164             77,179
      Prepaid expenses                             17,741             18,029
                                               ----------         ----------
Total current assets                              277,874            256,182
Property, plant, and equipment, net                55,265             55,231
Goodwill and other intangibles, net               186,044            185,903
Marketable securities                              28,808             28,920
Deferred taxes on income                           28,841             34,460
Other assets                                        4,845              4,942
                                               ----------         ----------
Total assets                                   $  581,677         $  565,638
                                               ==========         ==========

LIABILITIES AND SHAREHOLDERS' EQUITY:
Current liabilities:
      Notes payable to banks                   $    8,712         $    9,598
      Trade accounts payable                       37,624             35,896
      Accrued liabilities                          53,203             52,344
      Restructuring reserve                            49                599
      Current portion of long-term debt            22,606                297
                                               ----------         ----------
Total current liabilities                         122,194             98,734
Senior debt, less current portion                   7,389             26,168
Subordinated debt                                 136,000            136,000
Other non-current liabilities                      62,833             63,411
                                               ----------         ----------
Total liabilities                                 328,416            324,313
                                               ----------         ----------
Shareholders' equity
      Common stock                                    189                188
      Additional paid-in capital                  175,519            174,654
      Retained earnings                            94,571             85,237
      ESOP debt guarantee                          (3,275)            (3,417)
      Accumulated other comprehensive loss        (13,743)           (15,337)
                                               ----------         ----------
Total shareholders' equity                        253,261            241,325
                                               ----------         ----------
Total liabilities and shareholders' equity     $  581,677         $  565,638
                                               ==========         ==========

     SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.



                                     - 2 -
<PAGE>


                          COLUMBUS MCKINNON CORPORATION
      CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND RETAINED EARNINGS
                                   (UNAUDITED)



                                                       THREE MONTHS ENDED
                                                       ------------------
                                                    JULY 1,           JULY 2,
                                                     2007              2006
                                                 ------------      ------------
                                                       (IN THOUSANDS, EXCEPT
                                                           PER SHARE DATA)


Net sales                                        $    148,110      $    146,694
Cost of products sold                                 104,222           104,411
                                                 ------------      ------------
Gross profit                                           43,888            42,283
                                                 ------------      ------------

Selling expenses                                       16,121            15,367
General and administrative expenses                     9,196             9,089
Restructuring charges                                     276                 4
Amortization of intangibles                                28                43
                                                 ------------      ------------
                                                       25,621            24,503
                                                 ------------      ------------

Income from operations                                 18,267            17,780
Interest and debt expense                               4,178             4,512
Cost of bond redemptions                                    -             4,583
Investment income                                        (294)             (474)
Other (income) and expense, net                          (954)             (539)
                                                 ------------      ------------
Income before income tax expense                       15,337             9,698
Income tax expense                                      5,956             4,265
                                                 ------------      ------------
Income from continuing operations                       9,381             5,433
Income from discontinued operations (net of tax)          139               139
                                                 ------------      ------------
Net income                                              9,520             5,572
Retained earnings - beginning of period                85,237            51,152
Change in accounting principle (note 5)                  (186)                -
                                                 ------------      ------------
Retained earnings - end of period                $     94,571      $     56,724
                                                 ============      ============


Basic income per share:
     Income from continuing operations           $       0.50      $       0.29
     Income from discontinued operations                 0.01              0.01
                                                 ------------      ------------
     Basic income per share                      $       0.51      $       0.30
                                                 ============      ============

Diluted income per share:
     Income from continuing operations           $       0.49      $       0.28
     Income from discontinued operations                 0.01              0.01
                                                 ------------      ------------
     Diluted income per share                    $       0.50      $       0.29
                                                 ============      ============

     SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.


                                     - 3 -
<PAGE>

<TABLE>
<CAPTION>


                          COLUMBUS MCKINNON CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                                                             THREE MONTHS ENDED
                                                                             ------------------
                                                                          JULY 1,           JULY 2,
                                                                           2007              2006
                                                                        ----------        ----------
                                                                                (IN THOUSANDS)
OPERATING ACTIVITIES:
<S>                                                                     <C>               <C>
Income from continuing operations                                       $    9,381        $    5,433
Adjustments to reconcile income from
   continuing operations to net cash
   provided by operating activities:
     Depreciation and amortization                                           2,209             2,105
     Deferred income taxes                                                   5,619             2,235
     Gain on sale of real estate/investments                                  (325)             (373)
     Loss on early retirement of bonds                                           -             3,780
     Stock compensation expense                                                195               798
     Amortization/write-off of deferred financing costs                        163               980
     Changes in operating assets and liabilities:
           Trade accounts receivable and unbilled revenues                     (81)           (4,449)
           Inventories                                                      (7,642)           (5,608)
           Prepaid expenses                                                    308            (1,925)
           Other assets                                                       (118)             (248)
           Trade accounts payable                                            1,605             3,570
           Accrued and non-current liabilities                              (1,653)           (1,509)
                                                                        ----------        ----------
Net cash provided by operating activities                                    9,661             4,789
                                                                        ----------        ----------

INVESTING ACTIVITIES:
Proceeds from sale of marketable securities                                 12,776             2,679
Purchases of marketable securities                                         (12,663)           (2,632)
Capital expenditures                                                        (2,553)           (1,903)
Proceeds from sale of facilities and surplus real estate                     5,454                 -
Proceeds from discontinued operations note receivable                          139               139
                                                                        ----------        ----------
Net cash provided (used) by investing activities                             3,153            (1,717)
                                                                        ----------        ----------

FINANCING ACTIVITIES:
Proceeds from stock options exercised                                          569             1,725
Net (payments) borrowings under revolving
     line-of-credit agreements                                              (1,034)           11,843
Repayment of debt                                                              (56)          (42,302)
Deferred financing costs incurred                                                -              (325)
Other                                                                          142               145
                                                                        ----------        ----------
Net cash used by financing activities                                         (379)          (28,914)
EFFECT OF EXCHANGE RATE CHANGES ON CASH                                        808               171
                                                                        ----------        ----------
Net change in cash and cash equivalents                                     13,243           (25,671)
Cash and cash equivalents at beginning of period                            48,655            45,598
                                                                        ----------        ----------
Cash and cash equivalents at end of period                              $   61,898        $   19,927
                                                                        ==========        ==========

     SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>


                                     - 4 -
<PAGE>


                          COLUMBUS MCKINNON CORPORATION
            CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                                   (UNAUDITED)

                                                          THREE MONTHS ENDED
                                                          ------------------
                                                       JULY 1,         JULY 2,
                                                        2007            2006
                                                        ----            ----
                                                           (IN THOUSANDS)

Net income                                          $    9,520       $    5,572
                                                    ----------       ----------
Other comprehensive income, net of tax:
   Foreign currency translation adjustment               1,637            2,350
   Unrealized loss on investments:
     Unrealized holding gain (loss) arising
       during the period                                     1             (207)
     Reclassification adjustment for
       gain included in net income                         (44)            (316)
                                                    ----------       ----------
                                                           (43)            (523)
                                                    ----------       ----------
Total other comprehensive income                         1,594            1,827
                                                    ----------       ----------
Comprehensive income                                $   11,114       $    7,399
                                                    ==========       ==========


     SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.












                                     - 5 -
<PAGE>


                          COLUMBUS MCKINNON CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                (DOLLAR AMOUNTS IN THOUSANDS, EXCEPT SHARE DATA)
                                  JULY 1, 2007

1.       DESCRIPTION OF BUSINESS

The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with U.S.  generally accepted  accounting  principles for
interim  financial  information.  In the opinion of management,  all adjustments
(consisting  of  normal  recurring  accruals)  considered  necessary  for a fair
presentation of the financial  position of Columbus  McKinnon  Corporation  (the
Company)  at July 1, 2007 and the results of its  operations  and its cash flows
for the three  month  periods  ended  July 1, 2007 and July 2,  2006,  have been
included.  Results  for the  period  ended  July  1,  2007  are not  necessarily
indicative  of the  results  that may be  expected  for the year ended March 31,
2008.  The  balance  sheet at March 31, 2007 has been  derived  from the audited
consolidated  financial statements at that date, but does not include all of the
information  and  footnotes  required  by  U.S.  generally  accepted  accounting
principles for complete financial statements. For further information,  refer to
the  consolidated  financial  statements and footnotes  thereto  included in the
Columbus  McKinnon  Corporation  annual  report on Form 10-K for the year  ended
March 31, 2007.

The  Company  is a  leading  manufacturer  and  marketer  of  material  handling
products,  systems and services which lift,  secure,  position and move material
ergonomically,  safely, precisely and efficiently.  Key products include hoists,
cranes,  chain and forged attachments.  The Company's material handling products
are  sold,   domestically  and  internationally,   principally  to  third  party
distributors  through  diverse  distribution  channels,  and to a lesser  extent
directly to manufacturers and other end-users. The Company's integrated material
handling  solutions  businesses  deal  primarily  with end  users  and sales are
concentrated,  domestically  and  internationally  (primarily  Europe),  in  the
consumer  products,  manufacturing,  warehousing  and, to a lesser  extent,  the
steel, construction, automotive and other industrial markets.

2.       INVENTORIES

Inventories consisted of the following:
                                                     JULY 1,          MARCH 31,
                                                      2007               2007
                                                   ----------        ----------
At cost - FIFO basis:
Raw materials..................................    $   48,322        $   45,006
Work-in-process................................        11,622             9,050
Finished goods.................................        39,014            36,606
                                                   ----------        ----------
                                                       98,958            90,662
LIFO cost less than FIFO cost..................       (13,794)          (13,483)
                                                   ----------        ----------
Net inventories................................    $   85,164        $   77,179
                                                   ==========        ==========

An actual  valuation of inventory  under the LIFO method can be made only at the
end of each  year  based  on the  inventory  levels  and  costs  at  that  time.
Accordingly, interim LIFO calculations must necessarily be based on management's
estimates of expected  year-end  inventory  levels and costs.  Because these are
subject to many forces beyond management's control,  interim results are subject
to the final year-end LIFO inventory valuation.

3.       RESTRUCTURING CHARGES

During the first three-months of fiscal 2008, the Company recorded restructuring
costs of $276 for  severance.  All of these costs are  related to the  Solutions
segment.  The  liability  as of July 1, 2007 was $49,  consisting  primarily  of
environmental  remediation  costs which were accrued in accordance with SFAS No.
143.


                                     - 6 -
<PAGE>

4.       NET PERIODIC BENEFIT COST

The following  table sets forth the components of net periodic  pension cost for
the Company's defined benefit pension plans:

                                                          THREE MONTHS ENDED
                                                          ------------------
                                                         JULY 1,         JULY 2,
                                                          2007            2006
                                                          ----            ----
      Service costs.................................    $ 1,094         $ 1,049
      Interest cost.................................      2,019           1,879
      Expected return on plan assets................     (2,043)         (1,831)
      Net amortization..............................        450             623
                                                         ------          ------
      Net periodic pension cost.....................    $ 1,520         $ 1,720
                                                        =======         =======

The following  table sets forth the  components  of net periodic  postretirement
benefit cost for the Company's defined benefit postretirement plans:

                                                           THREE MONTHS ENDED
                                                           ------------------
                                                         JULY 1,         JULY 2,
                                                          2007            2006
                                                          ----            ----
      Service costs.................................    $     1         $     2
      Interest cost ................................        146             161
      Amortization of plan net losses...............         96             100
                                                         ------          ------
      Net periodic postretirement cost..............    $   243         $   263
                                                        =======         =======

For  additional  information  on  the  Company's  defined  benefit  pension  and
postretirement  benefit plans,  refer to Note 11 in the  consolidated  financial
statements and footnotes thereto included in the Company's annual report on Form
10-K for the year ended March 31, 2007.

5.       INCOME TAXES

Income tax expense as a percentage of income from continuing  operations  before
income tax  expense  was 38.8% and 44.0% in the fiscal  2008 and 2007  quarters,
respectively. The fiscal 2007 percentage varies from the U.S. statutory rate due
to $798 of non-deductible  stock option expense. As of July 1, 2007, the Company
had U.S.  federal net operating loss  carry-forwards  of  approximately  $27,500
representing approximately $9,600 of cash tax savings in future periods.

On April 1, 2007,  the Company  adopted the  provisions  of Financial  Standards
Accounting  Board  ("FASB")   Interpretation  ("FIN")  No.  48  "Accounting  for
Uncertainty in Income Taxes," an  interpretation  of FASB Statement of Financial
Accounting  Standards  ("SFAS") No. 109. FIN No. 48 clarifies the accounting for
uncertainty in income taxes  recognized  under SFAS 109. FIN No. 48 prescribes a
recognition   threshold  and  measurement   attribute  for  financial  statement
recognition and measurement of a tax position taken or expected to be taken in a
tax  return  and also  provides  guidance  on various  related  matters  such as
derecognition, interest and penalties, and disclosure.

Upon adoption of FIN No. 48 on April 1, 2007,  the Company  recorded a reduction
in retained  earnings for the cumulative effect adjustment of $186 to its $2,600
of unrecognized tax benefits,  all of which would favorably impact the effective
tax rate if recognized.  At the end of the first quarter, there was no change in
the balance of unrecognized  tax benefits.  The Company does not anticipate that
total unrecognized tax benefits will change  significantly due to the settlement
of audits or the expiration of statutes of limitations prior to July 1, 2008.

The Company has decided to recognize  interest  expense or penalties  related to
uncertain  tax  positions  as a part of income tax  expense in its  Consolidated
Statement of Operations.  The Company is currently open to audit by the Internal
Revenue Service for the years ending March 31, 2004 through 2007.


                                     - 7 -
<PAGE>

6.       EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted earnings per
share:
                                                           THREE MONTHS ENDED
                                                           ------------------
                                                         JULY 1,         JULY 2,
                                                          2007            2006
                                                          ----            ----
Numerator for basic and diluted earnings per share:
  Net income                                          $    9,520      $    5,572
                                                      ==========      ==========

Denominators:
  Weighted-average common stock outstanding -
      denominator for basic EPS                           18,638          18,431

  Effect of dilutive employee stock options                  450             530
                                                      ----------      ----------

  Adjusted weighted-average common stock
     outstanding and assumed conversions -
     denominator for diluted EPS                          19,088          18,961
                                                      ==========      ==========

During the first three months of fiscal 2008, a total of 73 shares of stock were
issued upon the  exercising  of stock  options  related to the  Company's  stock
option plans.

7.       BUSINESS SEGMENT INFORMATION

As a result of the way the Company manages the business, its reportable segments
are strategic business units that offer products with different characteristics.
The  most  defining  characteristic  is the  extent  of  customized  engineering
required on a  per-order  basis.  In  addition,  the  segments  serve  different
customer bases through  differing  methods of distribution.  The Company has two
reportable  segments:  Products and Solutions.  The Company's  Products  segment
sells hoists, industrial cranes, chain, attachments, and other material handling
products  principally to third party distributors  through diverse  distribution
channels,  and to a lesser extent directly to end-users.  The Solutions  segment
sells  engineered  material  handling  systems such as conveyors and lift tables
primarily to end-users in the  consumer  products,  manufacturing,  warehousing,
and,  to a  lesser  extent,  the  steel,  construction,  automotive,  and  other
industrial  markets.   Intersegment  sales  are  not  significant.  The  Company
evaluates  performance  based on  operating  income of the  respective  business
units.

Segment  information  as of and for the three months ended July 1, 2007 and July
2, 2006, is as follows:
<TABLE>
<CAPTION>

                                                   THREE MONTHS ENDED JULY 1, 2007
                                                   -------------------------------
                                            PRODUCTS          SOLUTIONS           TOTAL
                                            --------          ---------           -----
<S>                                       <C>                <C>               <C>
 Sales to external customers...........   $   136,766        $    11,344       $   148,110
 Income from operations................        18,871               (604)           18,267
 Depreciation and amortization.........         2,000                209             2,209
 Total assets..........................       540,581             41,096           581,677

                                                   THREE MONTHS ENDED JULY 2, 2006
                                                   -------------------------------
                                            PRODUCTS          SOLUTIONS           TOTAL
                                            --------          ---------           -----
 Sales to external customers...........   $   128,139        $    18,555       $   146,694
 Income from operations................        16,809                971            17,780
 Depreciation and amortization.........         1,889                216             2,105
 Total assets..........................       514,909             37,766           552,675

</TABLE>



                                     - 8 -
<PAGE>


8.       SUMMARY FINANCIAL INFORMATION

The  following  information  sets  forth  the  condensed  consolidating  summary
financial  information of the parent and guarantors,  which guarantee the 8 7/8%
Senior  Subordinated  Notes,  and the  nonguarantors.  The guarantors are wholly
owned and the guarantees are full, unconditional, joint and several.
<TABLE>
<CAPTION>

                                                       Parent     Guarantors  Nonguarantors  Eliminations Consolidated
                                                   --------------------------------------------------------------------
AS OF JULY 1, 2007
Current assets:
<S>                                                  <C>          <C>           <C>           <C>          <C>
 Cash and cash equivalents                           $   32,834   $   (1,691)   $  30,755     $        -   $   61,898
 Trade accounts receivable and unbilled revenues         64,512          150       48,409              -      113,071
 Inventories                                             37,455       18,672       31,197         (2,160)      85,164
 Other current assets                                     6,158        1,708        9,875              -       17,741
                                                   --------------------------------------------------------------------
  Total current assets                                  140,959       18,839      120,236         (2,160)     277,874
 Property, plant, and equipment, net                     24,953       11,302       19,010              -       55,265
 Goodwill and other intangibles, net                     88,731       57,036       40,277              -      186,044
 Intercompany                                            57,130      (67,370)     (63,499)        73,739            -
 Other assets                                            88,673      193,607       30,070       (249,856)      62,494
                                                   --------------------------------------------------------------------
  Total assets                                       $  400,446   $  213,414    $ 146,094     $ (178,277)  $  581,677
                                                   ====================================================================


Current liabilities                                  $   59,183   $   15,777    $  48,661     $   (1,427)  $  122,194
Long-term debt, less current portion                    136,000        3,291        4,098              -      143,389
Other non-current liabilities                            25,781       11,859       25,193              -       62,833
                                                   --------------------------------------------------------------------
  Total liabilities                                     220,964       30,927       77,952         (1,427)     328,416

Shareholders' equity                                    179,482      182,487       68,142       (176,850)     253,261
                                                   --------------------------------------------------------------------
  Total liabilities and shareholders' equity         $  400,446   $  213,414    $ 146,094     $ (178,277)  $  581,677
                                                   ====================================================================



FOR THE THREE MONTHS ENDED JULY 1, 2007
Net sales                                            $   74,263   $   41,361    $  41,770     $   (9,284)  $  148,110
Cost of products sold                                    54,410       30,428       28,668         (9,284)     104,222
                                                   --------------------------------------------------------------------
Gross profit                                             19,853       10,933       13,102              -       43,888
                                                   --------------------------------------------------------------------
Selling, general and administrative expenses             12,770        3,195        9,352              -       25,317
Restructuring charges                                         8            -          268              -          276
Amortization of intangibles                                  24            1            3              -           28
                                                   --------------------------------------------------------------------
                                                         12,802        3,196        9,623              -       25,621
                                                   --------------------------------------------------------------------
Income from operations                                    7,051        7,737        3,479              -       18,267
Interest and debt expense                                 2,920          997          261              -        4,178
Other (income) and expense, net                            (364)        (250)        (634)             -       (1,248)
                                                   --------------------------------------------------------------------
Income before income tax expense                          4,495        6,990        3,852              -       15,337
Income tax expense                                        1,827        2,740        1,389              -        5,956
                                                   --------------------------------------------------------------------
Income from continuing operations                         2,668        4,250        2,463              -        9,381
Income from discontinued operations                         139            -            -              -          139
                                                   --------------------------------------------------------------------
Net income                                           $    2,807   $    4,250    $   2,463     $        -   $    9,520
                                                   ====================================================================



                                     - 9 -
<PAGE>


                                                       Parent     Guarantors  Nonguarantors  Eliminations Consolidated
                                                   --------------------------------------------------------------------
FOR THE THREE MONTHS ENDED JULY 1, 2007
OPERATING ACTIVITIES:
Net cash provided (used) by operating activities     $   15,227   $   (5,260)   $    (306)    $        -   $    9,661
                                                   --------------------------------------------------------------------

INVESTING ACTIVITIES:
Sale of marketable securities, net                            -            -          113              -          113
Capital expenditures                                     (1,609)        (699)        (245)             -       (2,553)
Proceeds from sale of facilities and surplus real
     estate                                                   -        5,454            -              -        5,454
Proceeds from discontinued operations note
     receivable                                             139            -            -              -          139
                                                   --------------------------------------------------------------------
Net cash (used) provided by investing activities         (1,470)       4,755         (132)             -        3,153
                                                   --------------------------------------------------------------------

FINANCING ACTIVITIES:
Proceeds from stock options exercised                       569            -            -              -          569
Net borrowings under revolving line-of-credit
     agreements                                               -            -       (1,034)             -       (1,034)
Repayment of debt                                             -            -          (56)             -          (56)
Other                                                       142            -            -              -          142
                                                   --------------------------------------------------------------------
Net cash provided (used) by financing activities            711            -       (1,090)             -         (379)
EFFECT OF EXCHANGE RATE CHANGES ON CASH                       -          (24)         832              -          808
                                                   --------------------------------------------------------------------
Net change in cash and cash equivalents                  14,468         (529)        (696)             -       13,243
Cash and cash equivalents at beginning of period         18,366       (1,162)      31,451              -       48,655
                                                   --------------------------------------------------------------------
Cash and cash equivalents at end of period           $   32,834   $   (1,691)   $  30,755     $        -   $   61,898
                                                   ====================================================================




AS OF MARCH 31, 2007
Current assets:
 Cash and cash equivalents                           $   18,366   $   (1,162)   $  31,451     $        -   $   48,655
 Trade accounts receivable and unbilled revenues         64,849           45       47,425              -      112,319
 Inventories                                             34,548       17,175       27,616         (2,160)      77,179
 Other current assets                                     6,237        2,707        9,085              -       18,029
                                                   --------------------------------------------------------------------
  Total current assets                                  124,000       18,765      115,577         (2,160)     256,182
 Property, plant, and equipment, net                     24,662       11,508       19,061              -       55,231
 Goodwill and other intangibles, net                     88,703       57,037       40,163              -      185,903
 Intercompany                                            66,971      (77,385)     (63,602)        74,016            -
 Other assets                                            93,609      194,922       29,647       (249,856)      68,322
                                                   --------------------------------------------------------------------
  Total assets                                       $  397,945   $  204,847    $ 140,846     $ (178,000)  $  565,638
                                                   ====================================================================


Current liabilities                                  $   36,388   $   15,376    $  48,120     $   (1,150)  $   98,734
Long-term debt, less current portion                    158,125            -        4,043              -      162,168
Other non-current liabilities                            27,646       11,143       24,622              -       63,411
                                                   --------------------------------------------------------------------
  Total liabilities                                     222,159       26,519       76,785         (1,150)     324,313

Shareholders' equity                                    175,786      178,328       64,061       (176,850)     241,325
                                                   --------------------------------------------------------------------
  Total liabilities and shareholders' equity         $  397,945   $  204,847    $ 140,846     $ (178,000)  $  565,638
                                                   ====================================================================



                                     - 10 -
<PAGE>


                                                       Parent     Guarantors  Nonguarantors  Eliminations Consolidated
                                                   --------------------------------------------------------------------
FOR THE THREE MONTHS ENDED JULY 2, 2006
Net sales                                            $   71,491   $   42,498    $  45,254     $  (12,549)  $  146,694
Cost of products sold                                    52,145       31,521       33,144        (12,399)     104,411
                                                   --------------------------------------------------------------------
Gross profit                                             19,346       10,977       12,110           (150)      42,283
Selling, general and administrative expenses             11,276        4,286        8,894              -       24,456
Restructuring charges                                         4            -            -              -            4
Amortization of intangibles                                  25            1           17              -           43
                                                   --------------------------------------------------------------------
                                                         11,305        4,287        8,911              -       24,503
                                                   --------------------------------------------------------------------
Income (loss) from operations                             8,041        6,690        3,199           (150)      17,780
Interest and debt expense (income)                        4,717         (293)          88              -        4,512
Other (income) and expense, net                           4,363           (7)        (786)             -        3,570
                                                   --------------------------------------------------------------------
(Loss) income before income tax expense                  (1,039)       6,990        3,897           (150)       9,698
Income tax expense                                          144        2,784        1,337              -        4,265
                                                   --------------------------------------------------------------------
(Loss) income from continuing operations                 (1,183)       4,206        2,560           (150)       5,433
Income from discontinued operations                         139            -            -              -          139
                                                   --------------------------------------------------------------------
Net (loss) income                                    $   (1,044)  $    4,206    $   2,560     $     (150)  $    5,572
                                                   ====================================================================



FOR THE THREE MONTHS ENDED JULY 2, 2006
OPERATING ACTIVITIES:
Net cash provided by operating activities            $    2,021   $      527    $   2,241     $        -   $    4,789
                                                   --------------------------------------------------------------------

INVESTING ACTIVITIES:
Sale of marketable securities, net                            -            -           47              -           47
Capital expenditures                                     (1,041)        (145)        (717)             -       (1,903)
Proceeds from discontinued operations note
     receivable                                             139            -            -              -          139
                                                   --------------------------------------------------------------------
Net cash used by investing activities                      (902)        (145)        (670)             -       (1,717)
                                                   --------------------------------------------------------------------

FINANCING ACTIVITIES:
Proceeds from stock options exercised                     1,725            -            -              -        1,725
Net borrowings under revolving line-of-credit
     agreements                                          11,632            -          211              -       11,843
Repayment of debt                                       (42,328)           -           26              -      (42,302)
Deferred financing costs incurred                          (325)           -            -              -         (325)
Other                                                       145            -            -              -          145
                                                   --------------------------------------------------------------------
Net cash (used) provided by financing activities        (29,151)           -          237              -      (28,914)
EFFECT OF EXCHANGE RATE CHANGES ON CASH                       -          (85)         256              -          171
                                                   --------------------------------------------------------------------
Net change in cash and cash equivalents                 (28,032)         297        2,064              -      (25,671)
Cash and cash equivalents at beginning of period         27,531       (1,461)      19,528              -       45,598
                                                   --------------------------------------------------------------------
Cash and cash equivalents at end of period           $     (501)  $   (1,164)   $  21,592     $        -   $   19,927
                                                   ====================================================================

</TABLE>

                                     - 11 -
<PAGE>

9.       LOSS CONTINGENCIES

Like many industrial manufacturers,  the Company is involved in asbestos-related
litigation.   In  continually   evaluating   costs  relating  to  its  estimated
asbestos-related  liability,  the  Company  reviews,  among  other  things,  the
incidence of past and recent claims, the historical case dismissal rate, the mix
of the claimed  illnesses  and  occupations  of the  plaintiffs,  its recent and
historical  resolution of the cases, the number of cases pending against it, the
status and  results of  broad-based  settlement  discussions,  and the number of
years such  activity  might  continue.  Based on this  review,  the  Company has
estimated its share of liability to defend and resolve probable asbestos-related
personal injury claims. This estimate is highly uncertain due to the limitations
of the available data and the  difficulty of forecasting  with any certainty the
numerous variables that can affect the range of the liability.  The Company will
continue to study the variables in light of additional  information  in order to
identify  trends that may become evident and to assess their impact on the range
of liability that is probable and estimable.

Based on actuarial  information,  the Company has estimated its asbestos-related
aggregate  liability  through March 31, 2025 and March 31, 2037 to range between
$5,000 and $14,000 using actuarial  parameters of continued  claims for a period
of 18 to 30 years. The Company's  estimation of its  asbestos-related  aggregate
liability  that is probable and  estimable,  in accordance  with U.S.  generally
accepted accounting principles approximates $8,400 which has been reflected as a
liability  in the  consolidated  financial  statements  as of July 1, 2007.  The
recorded  liability  does not  consider  the impact of any  potential  favorable
federal  legislation.  This liability may fluctuate  based on the uncertainty in
the number of future  claims  that will be filed and the cost to  resolve  those
claims, which may be influenced by a number of factors, including the outcome of
the ongoing broad-based settlement negotiations,  defensive strategies,  and the
cost to resolve  claims  outside the  broad-based  settlement  program.  Of this
amount, management expects to incur asbestos liability payments of approximately
$325 over the next 12  months.  Because  payment of the  liability  is likely to
extend over many years,  management believes that the potential additional costs
for claims will not have a material after-tax effect on the financial  condition
of the Company or its liquidity, although the net after-tax effect of any future
liabilities recorded could be material to earnings in a future period.

10.      NEW ACCOUNTING STANDARDS

In  June  2006,  the  Financial   Accounting   Standards   Board  (FASB)  issued
Interpretation  No. 48 (FIN 48),  "Accounting  for Uncertainty in Income Taxes."
FIN 48 is an  interpretation  of FASB Statement No. 109  "Accounting  for Income
Taxes." The Company adopted FIN 48 on April 1, 2007 as discussed in footnote 5.

In September 2006, the FASB issued Statement of Financial  Accounting  Standards
(SFAS) No. 157,  "Fair Value  Measurements,"  to define fair value,  establish a
framework  for  measuring  fair  value in  accordance  with  generally  accepted
accounting  principles,  and expand  disclosures about fair value  measurements.
SFAS No. 157 will be effective  for fiscal years  beginning  after  November 15,
2007. The Company is assessing the impact the adoption of SFAS No. 157 will have
on the Company's consolidated financial position and results of operations.

In September  2006,  the FASB issued SFAS No. 158,  "Employers'  Accounting  for
Defined  Benefit  Pension and Other  Postretirement  Plans, an amendment of FASB
Statements No. 87, 88, 106, and 132(R)" (SFAS 158). Among other items,  SFAS 158
requires  recognition  of the  overfunded or  underfunded  status of an entity's
defined  benefit  postretirement  plan as an asset or liability in the financial
statements  and requires  recognition  of the funded  status of defined  benefit
postretirement  plans in  other  comprehensive  income.  We  adopted  all of the
currently  required  provisions of Statement 158 in fiscal 2007.  This statement
also  requires  an entity to  measure a defined  benefit  postretirement  plan's
assets and  obligations  that  determine  its funded status as of the end of the
employers'  fiscal year.  This  requirement is effective for fiscal years ending
after  December  15,  2008.  The  Company  does not expect the  adoption of this
requirement to have a material  impact on the Company's  consolidated  financial
statements.


                                     - 12 -
<PAGE>

In February 2007, the FASB issued SFAS No. 159, "The Fair Value Option for
Financial Assets and Financial Liabilities -- Including an Amendment of FASB
Statement No. 115" ("SFAS 159"). SFAS 159 allows the irrevocable election of
fair value as the initial and subsequent measurement attribute for certain
financial assets and liabilities and other items on an instrument-by-instrument
basis. Changes in fair value would be reflected in earnings as they occur. The
objective of SFAS 159 is to improve financial reporting by providing entities
with the opportunity to mitigate volatility in reported earnings caused by
measuring related assets and liabilities differently without having to apply
complex hedge accounting provisions. SFAS 159 is effective as of the beginning
of the first fiscal year beginning after November 15, 2007. The Company is
currently evaluating if it will elect the fair value option for any of its
eligible financial instruments and other items.

11.      SUBSEQUENT EVENTS

On August 1, 2007 the Company used cash on hand to redeem the remaining  $22,125
of its  outstanding 10% Senior Secured Notes at a price of 105% of the principal
amount.  The redemption  required a $1,106  premium  payment to Note holders and
$337 of  unamortized  financing  costs will be  written-off  in the fiscal  2008
second quarter ending September 30, 2007.





                                     - 13 -
<PAGE>

Item 2.              MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  RESULTS OF OPERATIONS AND FINANCIAL CONDITION
                          (DOLLAR AMOUNTS IN THOUSANDS)

EXECUTIVE OVERVIEW

We are a leading manufacturer and marketer of hoists, cranes, chain,  conveyors,
material  handling  systems,  lift  tables and  component  parts  serving a wide
variety of commercial and industrial end-user markets.  Our products are used to
efficiently and ergonomically  move, lift, position or secure objects and loads.
Our Products segment sells a wide variety of powered and manually  operated wire
rope and chain hoists,  industrial crane systems,  chain, hooks and attachments,
actuators and rotary unions.  Our Solutions segment designs,  manufactures,  and
installs   application-specific   or  standard  material  handling  systems  and
solutions for end-users to improve work station and facility-wide work flow.

Founded  in 1875,  we have grown to our  current  size and  leadership  position
through  organic growth and the  acquisition of 14 businesses  between  February
1994 and April 1999.  We have  developed  our leading  market  position over our
132-year  history  by  emphasizing   technological   innovation,   manufacturing
excellence  and  superior  after-sale  service.  In addition,  the  acquisitions
significantly  broadened  our  product  lines  and  services  and  expanded  our
geographic reach, end-user markets and customer base. Ongoing operation of these
businesses   includes   improving  our  productivity  and  extending  our  sales
activities  to the  European  and Asian  marketplaces.  We are  executing  those
initiatives through our Lean Manufacturing  efforts, new product development and
expanded sales activities.  Shareholder value will be enhanced through continued
emphasis on improvement of the fundamentals including manufacturing  efficiency,
cost  containment,  efficient capital  investment,  market expansion and renewed
customer focus.

We  maintain a strong  domestic  market  share with  significant  leading  North
American  market  positions  in  hoists,  lifting  and sling  chain,  and forged
attachments.  To broaden our product  offering in markets where we have a strong
competitive  position as well as to facilitate  penetration  into new geographic
markets,  we have heightened our new product  development  activities.  Over the
past year,  this includes the  introduction of powered hoist lines in accordance
with  international  standards,  to  complement  our  current  offering of hoist
products  designed in  accordance  with U.S.  standards.  To further  expand our
global sales, we are introducing  certain of our products that historically have
been distributed only in North America and also introducing new products through
our existing European distribution network. Furthermore, we are working to build
a  distribution  network in China to capture an  anticipated  growing demand for
material handling  products as that economy continues to industrialize.  We have
recently  reorganized  and  expanded  our  management  team to align  with these
strategic  initiatives.  These  investments  in  international  markets  and new
products are part of our focus on our greatest  opportunities  for growth.  As a
result of these  efforts  and the  continued  strong  industrial  economy in our
important  markets of interest,  we believe we can sustain our expected Products
segment growth rate in the mid  single-digit  range for fiscal 2008.  Management
monitors U.S.  Industrial Capacity  Utilization,  which has exceeded 80% for the
past year, as an indicator of anticipated  demand for our product.  In addition,
we continue to monitor the potential impact of other global and domestic trends,
including energy costs, steel price fluctuations, interest rates and activity in
a variety of end-user markets around the globe.

Our  Lean   Manufacturing   efforts   continue  to   fundamentally   change  our
manufacturing  processes to be more  responsive  to customer  demand and improve
on-time delivery and productivity.  We are evaluating strategic  alternatives of
certain  other  businesses  performing  at levels below the  corporate  average,
including Univeyor, our material handling systems business.  During fiscal 2007,
in furtherance of our facility  rationalization  projects, we completed the sale
of one of our less strategic  businesses,  a specialty crane  manufacturer,  and
sold two pieces of excess real  estate,  generating  $4.5  million of  proceeds.
During the first  quarter of fiscal  2008,  we  completed  the sale and  partial
leaseback of a manufacturing facility in Charlotte,  North Carolina,  generating
$5.2 million of proceeds.  The proceeds have been,  and will continue to be used
to repay our outstanding debt.


                                     - 14 -
<PAGE>

We keep a close watch on the costs for fringe benefits such as health insurance,
workers  compensation  insurance and pension.  Combined,  those benefits cost us
over $35,000 in fiscal 2007 and we work  diligently to balance cost control with
the need to provide  competitive  employee benefits packages for our associates.
Another cost area of focus is steel. We utilize approximately $35,000 to $40,000
of steel annually in a variety of forms including rod, wire, bar, structural and
others. With increases in worldwide demand for steel and fluctuating scrap steel
prices,  as we experience  fluctuations  in our costs,  we reflect them as price
increases to our customers.  We have announced a price increase that will impact
steel-intensive products and take effect early September to capture recent steel
cost increases. We will continue to monitor our costs and reevaluate our pricing
policies. We continue to operate in a highly competitive business environment in
the markets and  geographies  served.  Our  performance  will be impacted by our
ability to address a variety of challenges  and  opportunities  in those markets
and geographies,  including trends towards  increased  utilization of the global
labor force and the expansion of market opportunities in Asia and other emerging
markets.

RESULTS OF OPERATIONS

THREE MONTHS ENDED JULY 1, 2007 AND JULY 2, 2006
Net sales in the fiscal 2008 quarter ended July 1, 2007 were $148,110, up $1,416
or 1.0% from the fiscal 2007 quarter  ended July 2, 2006.  Sales in the Products
segment  increased  by $8,627  or 6.7% from the  previous  year's  quarter.  The
increase was due to the continued  strength of the U.S. and European  industrial
markets,  as well as the impact of price  increases of $600 in the quarter ended
July 1, 2007.  Translation  of  foreign  currencies,  particularly  the Euro and
Canadian  dollar,  into U.S.  dollars  contributed  $1,500  toward the  Products
segment  increase  in sales for the  quarter  ended July 1,  2007.  Sales in the
Solutions  segment  decreased  38.9% or $7,211 from the previous year's quarter.
The  quarter's  decrease in this segment is primarily due to lower volume in our
European  conveyor  business  as revenue has been  intentionally  held back as a
result of  unacceptable  returns on  certain  projects.  Translation  of foreign
currencies into U.S. dollars contributed $400 to the Solutions segment sales for
the quarter ended July 1, 2007. Sales in the segments are summarized as follows:

                                                THREE MONTHS ENDED
                                                ------------------
                                       JULY 1,     JULY 2,         CHANGE
                                        2007        2006       AMOUNT       %
                                        ----        ----       ------      ---
Products.........................   $  136,766   $ 128,139    $  8,627     6.7
Solutions........................       11,344      18,555      (7,211)  (38.9)
                                    ----------   ---------    --------
Net sales........................   $  148,110   $ 146,694    $  1,416     1.0
                                    ==========   =========    ========

Gross profit and gross profit  margins by operating  segment are  summarized  as
follows:

                                                THREE MONTHS ENDED
                                                ------------------
                                       JULY 1, 2007            JULY 2, 2006
                                       ------------            ------------
                                           $        %              $        %
                                          ---      ---            ---      ---
Products.........................   $   42,099    30.8       $  39,417    30.8
Solutions........................        1,789    15.8           2,866    15.4
                                    ----------               ---------
   Total Gross Profit............   $   43,888    29.6       $  42,283    28.8
                                    ==========               =========

The gross profit  margin for the Products  segment was  consistent  in the first
quarter  of fiscal  2008  compared  to the first  quarter  of fiscal  2007.  The
Solutions  segment  reflected  gross  margin  improvement  due to  restructuring
activities  undertaken  at our  Univeyor  business.  The increase in the overall
gross  profit  margin  was the  result  of the  change  in  product  mix and the
realization of operational leverage.

Selling  expenses were $16,121 and $15,367 in the fiscal 2008 and 2007 quarters,
respectively.  The change in expense dollars was primarily impacted by increased
investment to support our strategic growth  initiatives  ($650). As a percentage
of consolidated  net sales,  selling expenses were 10.9% and 10.5% in the fiscal
2008 and 2007 quarters, respectively.



                                     - 15 -
<PAGE>

General and  administrative  expenses  were $9,196 and $9,089 in the fiscal 2008
and 2007 quarters,  respectively.  An increase in group health  insurance  costs
($380) was offset by a decrease in stock based compensation expense ($325). As a
percentage of consolidated net sales,  general and administrative  expenses were
6.2% in the fiscal 2008 and 2007 quarters.

Restructuring  charges  were $276 and $4 in the fiscal  2008 and 2007  quarters,
respectively.  The 2008  restructuring  costs were  incurred  to reduce  ongoing
operating costs and change our Univeyor  business model to increase its focus on
offering products as packaged solutions rather than engineered to order systems.

Interest  and debt  expense  was $4,178  and $4,512 in the fiscal  2008 and 2007
quarters,  respectively.  This decrease is the result of lower debt levels. As a
percentage  of  consolidated  net sales,  interest and debt expense was 2.8% and
3.1% in the fiscal 2008 and 2007 quarters, respectively.

Cost of bond redemptions was $0 and $4,583 in the fiscal 2008 and 2007 quarters,
respectively, with the fiscal 2007 charge to redeem some of our 10% notes.

Investment  income  was  $294  and $474 in the  fiscal  2008 and 2007  quarters,
respectively.

Other  (income)  and  expense,  net was ($954) and ($539) in the fiscal 2008 and
2007 quarters, respectively.

Income tax expense as a percentage of income from continuing  operations  before
income tax  expense  was 38.8% and 44.0% in the fiscal  2008 and 2007  quarters,
respectively. The fiscal 2007 percentage varies from the U.S. statutory rate due
to $798 of non-deductible  stock option expense. As of July 1, 2007, we had U.S.
federal net operating loss carry-forwards of approximately $27,500, representing
approximately $9,600 of cash tax savings in future periods.

On April 1, 2007,  the Company  adopted the  provisions  of Financial  Standards
Accounting  Board  ("FASB")   Interpretation  ("FIN")  No.  48  "Accounting  for
Uncertainty in Income Taxes," an  interpretation  of FASB Statement of Financial
Accounting  Standards  ("SFAS") No. 109. FIN No. 48 clarifies the accounting for
uncertainty in income taxes  recognized  under SFAS 109. FIN No. 48 prescribes a
recognition   threshold  and  measurement   attribute  for  financial  statement
recognition and measurement of a tax position taken or expected to be taken in a
tax  return  and also  provides  guidance  on various  related  matters  such as
derecognition, interest and penalties, and disclosure.

Upon adoption of FIN No. 48 on April 1, 2007,  the Company  recorded a reduction
in retained  earnings for the cumulative effect adjustment of $186 to its $2,600
of unrecognized tax benefits,  all of which would favorably impact the effective
tax rate if recognized.  At the end of the first quarter, there was no change in
the balance of unrecognized  tax benefits.  The Company does not anticipate that
total unrecognized tax benefits will change  significantly due to the settlement
of audits or the expiration of statute of limitations prior to July 1, 2008.

The Company has decided to recognize  interest  expense or penalties  related to
uncertain  tax  positions  as a part of income tax  expense in its  Consolidated
Statement of Operations.  The Company is currently open to audit by the Internal
Revenue Service for the years ending March 31, 2004 through 2007.

LIQUIDITY AND CAPITAL RESOURCES

Cash and cash  equivalents  totaled  $61,898 at July 1,  2007,  an  increase  of
$13,243 from the March 31, 2007 balance of $48,655.

Net cash provided by operating  activities was $9,661 for the three months ended
July 1, 2007  compared to $4,789 for the three  months  ended July 2, 2006.  The
$4,872 increase is the result of stronger  operating  performance in fiscal 2008
($2,284)  and  changes in working  capital  components.  During the fiscal  2008
quarter,  changes in working capital components used $7,581, compared to $10,169
used in the fiscal  2007  quarter.  Changes  in net  working  capital  include a
favorable  change of $4,368 on accounts  receivables and unbilled  revenues as a
result of improved collection results and a favorable change in prepaid expenses
and other  assets of $2,363 due to timing of  payments.  These were offset by an


                                     - 16 -
<PAGE>

unfavorable  change of $2,034 on inventory  (resulting from support for upcoming
new product launches, a surge in demand for larger capacity equipment and timing
of offshore  purchases) and an unfavorable  change of $2,109 in accounts payable
and accrued and non-current  liabilities (resulting from timing of disbursements
and changing product liability reserves).

Net cash provided (used) by investing activities was $3,153 for the three months
ended July 1, 2007 compared to ($1,717) for the three months ended July 2, 2006.
The $4,870 change in net cash provided  (used) by investing  activities  was the
result of $5,454 of proceeds  received from the sale of  facilities  and surplus
real estate in fiscal 2008  compared to $0 in fiscal  2007.  This  increase  was
partially offset by a $650 increase in capital expenditures.

Net cash used in financing  activities  was $379 for the three months ended July
1, 2007  compared to $28,914 for the three  months  ended July 2, 2006.  The net
cash used in  financing  activities  for the  three  months  ended  July 1, 2007
consisted of $1,090 of net debt repayments, partially offset by $569 of proceeds
from stock options exercised.  The net cash used in financing activities for the
three  months ended July 2, 2006  consisted  of $30,459 of net debt  repayments,
including the repurchase of $38,548 of our 10% notes, partially offset by $1,725
of proceeds from stock options exercised.

We believe that our cash on hand, cash flows,  and borrowing  capacity under our
Revolving Credit Facility will be sufficient to fund our ongoing  operations and
budgeted capital  expenditures for at least the next twelve months.  This belief
is  dependent  upon a steady  economy and  successful  execution  of our current
business plan which includes focus on cash  generation for debt  repayment.  The
business plan includes continued  implementation of new market penetration,  new
product   development,   lean   manufacturing   and  improving  working  capital
utilization.

In March  2006,  we entered  into a Revolving  Credit  Facility  which  provides
availability  up to  $75,000.  Provided  there is no  default,  the  Company may
request an increase in the  availability of the Revolving  Credit Facility by an
amount not exceeding  $50,000.  The Revolving  Credit Facility  matures February
2011.

The unused portion of the Revolving  Credit  Facility  totaled  $64,850,  net of
outstanding  borrowings of zero and outstanding  letters of credit of $10,150 of
July 1, 2007.  Interest is payable at a Eurodollar  Rate or a prime rate plus an
applicable  margin  determined by our leverage  ratio.  At our current  leverage
ratio, we qualify for the lowest applicable margin level,  which amounts to 87.5
basis  points for  Eurodollar  borrowings  and zero basis  points for prime rate
based  borrowings.  The  Revolving  Credit  Facility is secured by all  domestic
inventory,  receivables,  equipment, real property, subsidiary stock (limited to
65% for foreign  subsidiaries)  and  intellectual  property.  The  corresponding
credit  agreement  associated with the Revolving  Credit Facility places certain
debt covenant restrictions on us, including certain financial requirements and a
limitation on dividend payments.

The Senior  Subordinated 8 7/8% Notes (8 7/8% Notes) issued on September 2, 2005
amounted to $136,000  and are due  November  1, 2013.  Provisions  of the 8 7/8%
Notes include limitations on indebtedness,  asset sales, and dividends and other
restricted  payments.  Until  November  1, 2008,  we may redeem up to 35% of the
outstanding  notes at a redemption price of 108.875% with the proceeds of equity
offerings, subject to certain restrictions.  On or after November 1, 2009, the 8
7/8% Notes are redeemable at the option of the Company,  in whole or in part, at
prices  declining  annually from 104.438% to 100% on and after November 1, 2011.
In the  event of a Change of  Control  (as  defined  in the  indenture  for such
notes),  each holder of the 8 7/8% Notes may require us to  repurchase  all or a
portion of such  holder's 8 7/8% Notes at a purchase  price equal to 101% of the
principal  amount thereof.  The 8 7/8% Notes are guaranteed by certain  existing
and  future  domestic  subsidiaries  and are not  subject  to any  sinking  fund
requirements.

The Senior  Secured  10% Notes (10% Notes)  issued on July 22, 2003  amounted to
$22,125 as of July 1, 2007.  On August 1, 2007 the Company  used cash on hand to
redeem  all of the  outstanding  10%  Notes at a price of 105% of the  principal
amount. The redemption required a $1,106 premium payment to Noteholders and $337
of  unamortized  financing  costs will be  written-off in the fiscal 2008 second
quarter ending September 30, 2007.

Unsecured  and  uncommitted  lines of credit are  available  to meet  short-term
working  capital  needs for our  subsidiaries  operating  outside  of the United
States.  The lines of credit are  available on an offering  basis,  meaning that
transactions  under the line of  credit  will be on such  terms and  conditions,
including  interest  rate,  maturity,  representations,  covenants and events of


                                     - 17 -
<PAGE>

default,  as mutually agreed between our  subsidiaries and the local bank at the
time of each specific transaction.  As of July 1, 2007, significant credit lines
totaled approximately $10,010 of which $8,565 was drawn.

In addition to the above facilities, our foreign subsidiaries have certain fixed
term bank loans. As of March 31, 2007, significant loans totaled $3,960 of which
$2,868 were secured loans.

CAPITAL EXPENDITURES

In addition to keeping our current equipment and plants properly maintained,  we
are committed to replacing,  enhancing,  and upgrading our property,  plant, and
equipment to support new product development,  reduce production costs, increase
flexibility to respond  effectively  to market  fluctuations  and changes,  meet
environmental  requirements,  enhance safety, and promote  ergonomically correct
work stations. Consolidated capital expenditures for the three months ended July
1, 2007 and July 2, 2006 were $2,553 and $1,903, respectively. We expect capital
spending for fiscal 2008 to be  approximately  $10 to $12 million  compared with
$10.7 million in fiscal 2007.  Incremental capital  expenditures for fiscal 2008
will be  primarily  directed  toward new product  development  and  productivity
improvement.

INFLATION AND OTHER MARKET CONDITIONS

Our costs are affected by inflation in the U.S. economy and, to a lesser extent,
in foreign economies including those of Europe,  Canada,  Mexico, South America,
and the Pacific Rim. We do not believe that general inflation has had a material
effect on results of  operations  over the periods  presented  primarily  due to
overall low inflation  levels of most costs over such periods and our ability to
generally pass on rising costs through price  increases.  However,  we have been
impacted  by  fluctuations  in steel  costs,  which vary by type of steel and we
continue to monitor  them. In addition,  U.S.  employee  benefits  costs such as
health insurance and workers compensation insurance as well as energy costs have
exceeded general inflation levels. We generally incorporate those cost increases
into our sales price increases and consider  surcharges on certain products,  as
determined  necessary.  In the future,  we may be further  affected by inflation
that we may not be able to pass on as price increases or surcharges.

SEASONALITY AND QUARTERLY RESULTS

Quarterly  results may be  materially  affected by the timing of large  customer
orders, periods of high vacation and holiday concentrations,  gains or losses on
early retirement of bonds, restructuring charges, divestitures and acquisitions.
Therefore,  the  operating  results for any  particular  fiscal  quarter are not
necessarily  indicative of results for any subsequent  fiscal quarter or for the
full fiscal year.

EFFECTS OF NEW ACCOUNTING PRONOUNCEMENTS

In  June  2006,  the  Financial   Accounting   Standards   Board  (FASB)  issued
Interpretation  No. 48 (FIN 48),  "Accounting  for Uncertainty in Income Taxes."
FIN 48 is an  interpretation  of FASB Statement No. 109  "Accounting  for Income
Taxes." We adopted FIN 48 on April 1, 2007 as discussed in footnote 5.

In September 2006, the FASB issued Statement of Financial  Accounting  Standards
(SFAS) No. 157,  "Fair Value  Measurements,"  to define fair value,  establish a
framework  for  measuring  fair  value in  accordance  with  generally  accepted
accounting  principles,  and expand  disclosures about fair value  measurements.
SFAS No. 157 will be effective  for fiscal years  beginning  after  November 15,
2007.  We are assessing the impact the adoption of SFAS No. 157 will have on our
consolidated financial position and results of operations.

In September  2006,  the FASB issued SFAS No. 158,  "Employers'  Accounting  for
Defined  Benefit  Pension and Other  Postretirement  Plans, an amendment of FASB
Statements No. 87, 88, 106, and 132(R)" (SFAS 158). Among other items,  SFAS 158
requires  recognition  of the  overfunded or  underfunded  status of an entity's
defined  benefit  postretirement  plan as an asset or liability in the financial
statements  and requires  recognition  of the funded  status of defined  benefit
postretirement  plans in  other  comprehensive  income.  We  adopted  all of the
currently  required  provisions of Statement 158 in fiscal 2007.  This statement
also  requires  an entity to  measure a defined  benefit  postretirement  plan's


                                     - 18 -
<PAGE>

assets and  obligations  that  determine  its funded status as of the end of the
employers'  fiscal year.  This  requirement is effective for fiscal years ending
after  December 15, 2008. We do not expect the adoption of this  requirement  to
have a material impact on our consolidated financial statements.

In February  2007,  the FASB issued  SFAS No.  159,  "The Fair Value  Option for
Financial  Assets and  Financial  Liabilities  -- Including an Amendment of FASB
Statements No. 115" ("SFAS 159").  SFAS 159 allows the  irrevocable  election of
fair value as the  initial  and  subsequent  measurement  attribute  for certain
financial assets and liabilities and other items on an  instrument-by-instrument
basis.  Changes in fair value would be reflected in earnings as they occur.  The
objective of SFAS 159 is to improve  financial  reporting by providing  entities
with the  opportunity  to mitigate  volatility  in reported  earnings  caused by
measuring  related assets and  liabilities  differently  without having to apply
complex hedge accounting  provisions.  SFAS 159 is effective as of the beginning
of the first fiscal year  beginning  after  November 15, 2007.  We are currently
evaluating  whether we will elect the fair value  option for any of our eligible
financial instruments and other items.

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

This report may include  "forward-looking  statements" within the meaning of the
Private Securities  Litigation Reform Act of 1995. Such statements involve known
and unknown risks,  uncertainties  and other factors that could cause our actual
results  to differ  materially  from the  results  expressed  or implied by such
statements,  including  general  economic  and business  conditions,  conditions
affecting the industries served by us and our subsidiaries, conditions affecting
our customers and suppliers,  competitor responses to our products and services,
the overall market acceptance of such products and services,  the integration of
acquisitions and other factors  disclosed in our periodic reports filed with the
Commission.  Consequently such forward-looking  statements should be regarded as
our current plans,  estimates and beliefs.  We do not undertake and specifically
decline any obligation to publicly release the results of any revisions to these
forward-looking  statements  that may be made to reflect  any  future  events or
circumstances  after the date of such statements or to reflect the occurrence of
anticipated or unanticipated events.




                                     - 19 -
<PAGE>


Item 3.     Quantitative and Qualitative Disclosures About Market Risk


There have been no material  changes in the market risks since the end of Fiscal
2007.


Item 4.     Controls and Procedures

As of July 1, 2007, an evaluation was performed  under the  supervision and with
the  participation  of the Company's  management,  including the chief executive
officer and chief  financial  officer,  of the  effectiveness  of the design and
operation of the Company's  disclosure  controls and  procedures.  Based on that
evaluation, the Company's management,  including the chief executive officer and
chief financial officer,  concluded that the Company's  disclosure  controls and
procedures  were  effective  as of July 1,  2007.  There  were no changes in the
Company's internal controls or other factors during our first quarter ended July
1, 2007.




                                     - 20 -
<PAGE>


PART II.    OTHER INFORMATION

Item 1.     Legal Proceedings - none.

Item 1A.    Risk Factors

            No material changes from risk factors as previously disclosed in the
            Company's Form 10-K for the year ended March 31, 2007.

Item 2.     Unregistered Sales of Equity Securities and Use of Proceeds - none.

Item 3.     Defaults upon Senior Securities - none.

Item 4.     Submission of Matters to a Vote of Security Holders - none.

Item 5.     Other Information - none.

Item 6.     Exhibits

    (a)     Exhibits:

            Exhibit 31.1  Certification  of Chief Executive  Officer pursuant to
                          Rule  13a-14(a)/15d-14(a)  of the Securities  Exchange
                          Act of 1934; as adopted pursuant to Section 302 of the
                          Sarbanes-Oxley Act of 2002.

            Exhibit 31.2  Certification  of Chief Financial  Officer pursuant to
                          Rule  13a-14(a)/15d-14(a)  of the Securities  Exchange
                          Act of 1934; as adopted pursuant to Section 302 of the
                          Sarbanes-Oxley Act of 2002.

            Exhibit 32    Certification  pursuant to 18 U.S.C.  Section  1350 as
                          adopted pursuant to Section 906 of the  Sarbanes-Oxley
                          Act of 2002.



                                     - 21 -
<PAGE>



                                   SIGNATURES


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 thereunto duly authorized.


                                     COLUMBUS MCKINNON CORPORATION
                                     -----------------------------
                                     (Registrant)




Date: AUGUST 10, 2007                /S/ KAREN L. HOWARD
      ---------------                ------------------------------------------
                                     Karen L. Howard
                                     Vice President and Chief Financial Officer
                                        (Principal Financial Officer)



                                     - 22 -