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 December 30, 2001
                                       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

The number of shares of common stock outstanding as of January 31, 2002 was:
14,895,172 shares.


<PAGE>


                                 FORM 10-Q INDEX
                          COLUMBUS MCKINNON CORPORATION
                                DECEMBER 30, 2001


                                                                          PAGE #
                                                                          ------

PART I.   FINANCIAL INFORMATION

Item 1.    Condensed Consolidated Financial Statements (Unaudited)

           Condensed consolidated balance sheets -
              December 30, 2001 and March 31, 2001                           2

           Condensed  consolidated  statements of income and retained
              earnings - Three months and nine months ended
              December 30, 2001 and December 31, 2000                        3

           Condensed consolidated statements of cash flows -
              Nine months ended December 30, 2001 and December 31, 2000      4

           Condensed  consolidated  statements of  comprehensive
              income - Three months and nine months ended
              December 30, 2001 and December 31, 2000                        5

           Notes to condensed consolidated financial statements -
              December 30, 2001                                              6

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


PART II.  OTHER INFORMATION

Item 1.    Legal Proceedings - none.                                        20

Item 2.    Changes in Securities - none.                                    20

Item 3.    Defaults upon Senior Securities - none.                          20

Item 4.    Submission of Matters to a Vote of Security Holders - none.      20

Item 5.    Other Information                                                20

Item 6.    Exhibits and Reports on Form 8-K                                 20






<PAGE>


PART I.   FINANCIAL INFORMATION

Item 1.    Condensed Consolidated Financial Statements (Unaudited)


                          COLUMBUS MCKINNON CORPORATION
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                               DECEMBER 30,       MARCH 31,
                                                                                   2001              2001
                                                                                ----------        ----------
ASSETS:                                                                                (IN THOUSANDS)
Current assets:
<S>                                                                             <C>               <C>
      Cash and cash equivalents                                                 $        -        $   14,015
      Trade accounts receivable                                                    117,650           140,234
      Unbilled revenues                                                             17,394            26,813
      Inventories                                                                  101,093           113,218
      Net assets held for sale                                                           3             4,270
      Prepaid expenses                                                               7,357             5,655
                                                                                ----------        ----------
Total current assets                                                               243,497           304,205
Property, plant, and equipment, net                                                 79,593            85,272
Goodwill and other intangibles, net                                                309,950           322,196
Marketable securities                                                               23,992            22,326
Deferred taxes on income                                                             5,589             5,696
Other assets                                                                         5,898             7,318
                                                                                ----------        ----------
Total assets                                                                    $  668,519        $  747,013
                                                                                ==========        ==========

LIABILITIES AND SHAREHOLDERS' EQUITY:
Current liabilities:
      Notes payable to banks                                                    $    3,367        $    3,012
      Trade accounts payable                                                        38,339            44,936
      Excess billings                                                                3,379             1,623
      Accrued liabilities                                                           42,662            48,465
      Current portion of long-term debt                                                873             3,092
                                                                                 ---------        ----------
Total current liabilities                                                           88,620           101,128
Senior debt, less current portion                                                  147,568           204,326
Subordinated debt                                                                  199,668           199,628
Other non-current liabilities                                                       31,929            34,067
                                                                                ----------        ----------
Total liabilities                                                                  467,785           539,149
                                                                                ----------        ----------
Shareholders' equity
      Common stock                                                                     149               149
      Additional paid-in capital                                                   105,311           105,418
      Retained earnings                                                            116,705           124,806
      ESOP debt guarantee                                                           (7,017)           (7,527)
      Unearned restricted stock                                                       (712)             (955)
      Total accumulated other comprehensive loss                                   (13,702)          (14,027)
                                                                                ----------        ----------
Total shareholders' equity                                                         200,734           207,864
                                                                                ----------        ----------
Total liabilities and shareholders' equity                                      $  668,519        $  747,013
                                                                                ==========        ==========
</TABLE>

SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.


                                      - 2 -
<PAGE>

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

<TABLE>
<CAPTION>

                                                       THREE MONTHS ENDED                  NINE MONTHS ENDED
                                                       ------------------                  -----------------
                                                 DECEMBER 30,      DECEMBER 31,      DECEMBER 30,      DECEMBER 31,
                                                     2001              2000              2001              2000
                                                     ----              ----              ----              ----
                                                                (IN THOUSANDS, EXCEPT PER SHARE DATA)

<S>                                               <C>               <C>               <C>               <C>
Net sales                                         $   137,747       $   175,078       $   485,229       $   552,450
Cost of products sold                                 105,759           135,544           385,309           420,712
                                                  -----------       -----------       -----------       -----------
Gross profit                                           31,988            39,534            99,920           131,738
                                                  -----------       -----------       -----------       -----------

Selling expenses                                       10,915            12,523            33,996            37,337
General and administrative expenses                     7,857             9,325            23,640            29,626
Restructuring charges                                      (6)                -             9,561                 -
Amortization of intangibles                             3,994             4,014            12,040            12,045
                                                  -----------       -----------       -----------       -----------
                                                       22,760            25,862            79,237            79,008
                                                  -----------       -----------       -----------       -----------

Income from operations                                  9,228            13,672            20,683            52,730
Interest and debt expense                               7,112             9,815            23,913            28,806
Interest and other (expense) income                       (77)              524              (158)            2,136
                                                  ------------      -----------       ------------      -----------
Income (loss) before income taxes                       2,039             4,381            (3,388)           26,060
Income tax expense                                      2,131             3,085             2,697            14,430
                                                  -----------       -----------       -----------       -----------
Net (loss) income                                         (92)            1,296            (6,085)           11,630
Retained earnings - beginning of period               116,797           121,915           124,806           113,582
Cash dividends of $0.00, $0.07, $0.14 and
   $0.21 per share                                          -            (1,003)           (2,016)           (3,004)
                                                  -----------       -----------       -----------       -----------
Retained earnings - end of period                 $   116,705       $   122,208       $   116,705       $   122,208
                                                  ===========       ===========       ===========       ===========

Earnings (loss) per share
              data, basic and diluted                  $(0.01)            $0.09            $(0.42)            $0.81
                                                       ======             =====            ======             =====


</TABLE>


SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.



                                     - 3 -

<PAGE>


                          COLUMBUS MCKINNON CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                     NINE MONTHS ENDED
                                                                                     -----------------
                                                                               DECEMBER 30,      DECEMBER 31,
                                                                                   2001              2000
                                                                                ----------        ----------
                                                                                        (IN THOUSANDS)
OPERATING ACTIVITIES:
<S>                                                                             <C>               <C>
Net (loss) income                                                               $   (6,085)       $   11,630
Adjustments to reconcile net income to net cash
    provided by operating activities:
     Depreciation and amortization                                                  21,648            21,317
     Deferred income taxes                                                           1,398              (422)
     Other                                                                           1,099               939
     Changes in operating assets and liabilities:
           Trade accounts receivable                                                22,378               (41)
           Unbilled revenues and excess billings                                    11,175           (15,109)
           Inventories                                                              12,106           (10,247)
           Prepaid expenses                                                         (1,705)             (475)
           Other assets                                                                101              (793)
           Trade accounts payable                                                   (6,556)           (8,767)
           Accrued and non-current liabilities                                      (8,000)            1,952
                                                                                -----------       ----------
Net cash provided by (used in) operating activities                                 47,559               (16)
                                                                                ----------        -----------

INVESTING ACTIVITIES:
Purchase of marketable securities, net                                              (1,240)           (2,143)
Capital expenditures                                                                (4,046)           (9,065)
Net assets held for sale                                                             4,267             1,507
                                                                                ----------        ----------
Net cash used in investing activities                                               (1,019)           (9,701)
                                                                                ----------        ----------

FINANCING ACTIVITIES:
Net (payments) borrowings under revolving line-of-credit agreements                (55,857)           16,193
Repayment of debt                                                                   (2,799)           (3,231)
Dividends paid                                                                      (2,016)           (3,004)
Reduction of ESOP debt guarantee                                                       510               625
Other                                                                                 (489)             (375)
                                                                                ----------        -----------
Net cash (used in) provided by financing activities                                (60,651)           10,208
Effect of exchange rate changes on cash                                               (104)           (1,443)
                                                                                -----------       ----------
Net decrease in cash and cash equivalents                                          (14,215)             (952)
Cash and cash equivalents at beginning of period                                    14,215             7,582
                                                                                ----------        ----------
Cash and cash equivalents at end of period                                      $        -        $    6,630
                                                                                ==========        ==========
</TABLE>


SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.


                                     - 4 -
<PAGE>


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


<TABLE>
<CAPTION>
                                                          THREE MONTHS ENDED                NINE MONTHS ENDED
                                                          ------------------                -----------------
                                                     DECEMBER 30,     DECEMBER 31,     DECEMBER 30,    DECEMBER 31,
                                                         2001             2000             2001            2000
                                                         ----             ----             ----            ----
                                                                             (IN THOUSANDS)

<S>                                                   <C>              <C>              <C>              <C>
Net (loss) income                                     $      (92)      $    1,296       $   (6,085)      $   11,630
                                                      ----------       ----------       ----------       ----------
Other comprehensive (loss) income, net of tax:
   Foreign currency translation adjustments               (1,399)           1,585              493           (1,669)
   Unrealized loss on derivatives
     qualifying as hedges                                    (22)               -             (594)               -
   Unrealized gains (losses) on investments:
     Unrealized holding gains (losses) arising
       during the period                                   1,677           (1,492)           1,426           (3,104)
     Less:  reclassification adjustment for
       (gains) losses included in net income                 362             (335)           1,000           (1,192)
                                                      ----------       ----------       ----------       ----------
                                                           1,315           (1,157)             426           (1,912)
                                                      ----------       ----------       ----------       ----------
Total other comprehensive (loss) income                     (106)             428              325           (3,581)
                                                      ----------       ----------       ----------       ----------
Comprehensive (loss) income                           $     (198)      $    1,724       $   (5,760)      $    8,049
                                                      ==========       ==========       ==========       ==========

</TABLE>


SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.












                                     - 5 -

<PAGE>



                          COLUMBUS MCKINNON CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                                DECEMBER 30, 2001
                             (AMOUNTS IN THOUSANDS)


1.   The accompanying unaudited condensed consolidated financial statements have
     been prepared in accordance with 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 December  30,  2001,  and the results of its
     operations  and its cash flows for the three and  nine-month  periods ended
     December 30, 2001 and December 31, 2000,  have been  included.  Results for
     the period ended  December 30, 2001 are not  necessarily  indicative of the
     results that may be expected for the year ended March 31, 2002. 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, 2001.


     The  Company  is  a  broad-line  designer,  manufacturer  and  supplier  of
     sophisticated  material  handling  products that are widely  distributed to
     industrial,  automotive, and consumer markets globally; integrated material
     handling solutions for industrial markets; and integrated material handling
     solutions for automotive markets.  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  industrial  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.  The Company's  integrated material handling solutions
     automotive   business   primarily  deals  with  end  users  and  sales  are
     concentrated domestically and internationally (primarily North America), in
     the automotive industry.



2.   Inventories consisted of the following:
                                                  DECEMBER 30,     MARCH 31,
                                                      2001            2001
                                                   ----------      ----------
     At cost - FIFO basis:
        Raw materials..........................    $   55,345      $   60,908
        Work-in-process........................        15,870          17,110
        Finished goods.........................        37,632          41,850
                                                   ----------      ----------
                                                      108,847         119,868
     LIFO cost less than FIFO cost.............        (7,754)         (6,650)
                                                   ----------      ----------
     Net inventories   ........................    $  101,093      $  113,218
                                                   ==========      ==========

     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.


                                     - 6 -

<PAGE>


3.   Property, plant, and equipment is net of $75,221 and $65,613 of accumulated
     depreciation at December 30, 2001 and March 31, 2001, respectively.

4.   Goodwill and other intangibles is net of $74,279 and $62,239 of accumulated
     amortization at December 30, 2001 and March 31, 2001, respectively.

5.   General and Product  Liability - The accrued general and product  liability
     costs,  which  are  included  in  other  non-current  liabilities,  are the
     actuarial  present  value  of  estimated   expenditures  based  on  amounts
     determined  from loss reports and individual  cases filed with the Company,
     and an amount,  based on experience,  for losses incurred but not reported.
     The  accrual  in these  condensed  consolidated  financial  statements  was
     determined  by  applying  a  discount   factor  based  on  interest   rates
     customarily used in the insurance industry.

6.   The carrying amount of the Company's senior debt  instruments  approximates
     the fair value.  The Company's  subordinated  debt has an approximate  fair
     value of $183,000, which is less than its carrying amount of $199,668.

7.   The  following  table  sets  forth the  computation  of basic  and  diluted
     earnings per share:

<TABLE>
<CAPTION>

                                                            THREE MONTHS ENDED                NINE MONTHS ENDED
                                                            ------------------                -----------------
                                                       DECEMBER 30,    DECEMBER 31,      DECEMBER 30,    DECEMBER 31,
                                                           2001            2000              2001            2000
                                                           ----            ----              ----            ----
     Numerator for basic and diluted earnings per share:
<S>                                                      <C>             <C>               <C>             <C>
       Net income                                        $    (92)       $  1,296          $ (6,085)       $ 11,630
                                                         ========        ========          ========        ========

     Denominators:
       Weighted-average common stock outstanding -
           denominator for basic EPS                       14,423          14,326            14,407          14,307

       Effect of dilutive employee stock options                -               -                 -               -
                                                         --------        --------          --------        --------
       Adjusted weighted-average common stock
          outstanding and assumed conversions -
          denominator for diluted EPS                      14,423          14,326            14,407          14,307
                                                         ========        ========          ========        ========

</TABLE>



8.   Income tax expense for the three and nine-month  periods ended December 30,
     2001  and   December  31,  2000,   respectively,   exceeds  the   customary
     relationship  between  income tax expense and income  (loss)  before income
     taxes due to  nondeductible  amortization  of goodwill  of $3,075,  $3,097,
     $9,227, and $9,268, respectively.


9.   On April 1, 2001,  the Company  adopted  Statement of Financial  Accounting
     Standards  (SFAS) No.  133,  "Accounting  for  Derivative  Instruments  and
     Hedging  Activities,"  as amended,  which  requires  companies to carry all
     derivatives on the balance sheet at fair value. The Company  determines the
     fair  value of  derivatives  by  reference  to quoted  market  prices.  The
     accounting for changes in the fair value of a derivative instrument depends
     on  whether  it has been  designated  and  qualifies  as part of a  hedging
     relationship  and, if so, the reason for holding it. The  Company's  use of
     derivative  instruments is limited to cash flow hedges,  as defined in SFAS
     No. 133, of certain interest rate risks.



                                     - 7 -

<PAGE>


     In order to provide interest rate risk protection, the Company entered into
     an interest rate swap agreement in June of 2001 to effectively  convert $40
     million of variable-rate  debt to fixed-rate debt. The $40 million interest
     rate swap agreement matures in June 2003. The cash flow hedge is considered
     effective  and the gain or loss on the change in fair value is  reported in
     other comprehensive (loss) income, net of tax.

     The June 2001 interest rate swap is the only derivative  instrument held by
     the Company,  as such there is no impact on the adoption of SFAS No. 133 at
     April 1, 2001. The net impact of the  derivative  instrument was a decrease
     to other comprehensive  income of $22 and $594 for the three and nine-month
     periods  ended  December  30,  2001,  respectively.  The fair  value of the
     derivative at December 30, 2001 was a $990 liability.

10.  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 three reportable segments: material handling
     products,  material handling solutions - industrial,  and material handling
     solutions -  automotive.  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.  The  solutions - industrial  segment sells  engineered  material
     handling systems such as conveyors, manipulators, 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.  The  solutions - automotive  segment  sells  engineered  material
     handling  systems,   mainly  conveyors,   primarily  to  end-users  in  the
     automotive  industry.  Intersegment sales are not significant.  The Company
     evaluates  performance based on operating income of the respective business
     units prior to the effects of amortization.

     Segment  information  as of and for the nine months ended December 30, 2001
     and December 31, 2000, is as follows:

<TABLE>
<CAPTION>
                                                                  NINE MONTHS ENDED DECEMBER 30, 2001
                                                                  -----------------------------------
                                                                      SOLUTIONS -      SOLUTIONS -
                                                      PRODUCTS        INDUSTRIAL       AUTOMOTIVE          TOTAL
                                                     -----------      -----------      -----------      -----------
     <S>                                                  <C>              <C>              <C>               <C>
     Sales to external customers.................... $   308,359      $    42,450      $   134,420      $   485,229
     Operating income (loss) before amortization
        and restructuring charges...................      41,152            1,051               81           42,284
     Depreciation and amortization..................      15,276            2,245            4,127           21,648
     Total assets...................................     433,050           66,323          169,146          668,519
     Capital expenditures...........................       3,229              737               80            4,046




                                     - 8 -

<PAGE>




                                                                  NINE MONTHS ENDED DECEMBER 31, 2000
                                                                  -----------------------------------
                                                                      SOLUTIONS -      SOLUTIONS -
                                                      PRODUCTS        INDUSTRIAL       AUTOMOTIVE           TOTAL
                                                     -----------      -----------      -----------       -----------
     Sales to external customers.................... $   359,408      $    51,348      $   141,694      $   552,450
     Operating income before amortization
        and restructuring charges...................      53,083            4,070            7,622           64,775
     Depreciation and amortization..................      15,005            2,098            4,214           21,317
     Total assets...................................     490,437           69,388          212,468          772,293
     Capital expenditures...........................       8,708              336               21            9,065

</TABLE>


     The following schedule provides a reconciliation of operating income before
     amortization with (loss) income before income taxes:

<TABLE>
<CAPTION>
                                                                                    NINE MONTHS ENDED
                                                                                    -----------------
                                                                             DECEMBER 30,         DECEMBER 31,
                                                                                 2001                 2000
                                                                                 ----                 ----
        <S>                                                                   <C>                  <C>
        Operating income before amortization and
           restructuring charges.....................................         $    42,284          $    64,775
        Restructuring charges........................................              (9,561)                   -
        Amortization of intangibles..................................             (12,040)             (12,045)
        Interest and debt expense....................................             (23,913)             (28,806)
        Interest income and other (expense) income...................                (158)               2,136
                                                                              -----------          -----------
        (Loss) income before income taxes............................         $    (3,388)         $    26,060
                                                                              ===========          ===========
</TABLE>

















                                     - 9 -

<PAGE>



11.  The summary  financial  information  of the parent,  domestic  subsidiaries
     (guarantors)  and foreign  subsidiaries  (nonguarantors  of the 8.5% senior
     subordinated notes) follows:

<TABLE>
<CAPTION>
                                                                  Domestic      Foreign       Elimina-     Consoli-
                                                     Parent     Subsidiaries  Subsidiaries      tions        dated
                                                   ------------------------------------------------------------------
AS OF DECEMBER 30, 2001
Current assets:
<S>                                                <C>           <C>           <C>           <C>           <C>
 Cash and cash equivalents                         $   (1,421)   $   (1,418)   $    2,839    $        -    $        -
 Trade accounts receivable                             53,141        41,383        23,126             -       117,650
 Unbilled revenues                                          -        17,394             -             -        17,394
 Inventories                                           44,959        29,526        27,583          (975)      101,093
 Other current assets                                   5,013        (1,763)        4,110             -         7,360
                                                   ------------------------------------------------------------------
  Total current assets                                101,692        85,122        57,658          (975)      243,497
 Property, plant, and equipment, net                   33,802        28,553        17,238             -        79,593
 Goodwill and other intangibles, net                   37,041       227,977        44,932             -       309,950
 Intercompany                                         131,637      (298,498)      (58,648)      225,509             -
 Other assets                                         226,372       161,046        (1,020)     (350,919)       35,479
                                                   ------------------------------------------------------------------
  Total assets                                     $  530,544    $  204,200    $   60,160    $ (126,385)   $  668,519
                                                   ==================================================================


Current liabilities                                $   36,180    $  32,520     $   24,473    $   (4,553)   $   88,620
 Long-term debt, less current portion                 345,468            1          1,767             -       347,236
 Other non-current liabilities                         15,580       13,443          2,906             -        31,929
                                                   ------------------------------------------------------------------
  Total liabilities                                   397,228       45,964         29,146        (4,553)      467,785

Shareholders' equity                                  133,316      158,236         31,014      (121,832)      200,734
                                                   ------------------------------------------------------------------
  Total liabilities and shareholders' equity       $  530,544    $ 204,200     $   60,160    $ (126,385)   $  668,519
                                                   ==================================================================


FOR THE NINE MONTHS ENDED DECEMBER 30, 2001
Net sales                                          $  165,613    $ 255,990     $   79,610    $  (15,984)   $  485,229
Cost of products sold                                 118,926      222,578         59,788       (15,983)      385,309
                                                   ------------------------------------------------------------------
Gross profit                                           46,687       33,412         19,822            (1)       99,920
                                                   ------------------------------------------------------------------
Selling, general and administrative expenses           24,970       18,111         14,555             -        57,636
Restructuring charges                                   9,561            -              -             -         9,561
Amortization of intangibles                             1,621        8,607          1,812             -        12,040
                                                   ------------------------------------------------------------------
                                                       36,152       26,718         16,367             -        79,237
                                                   ------------------------------------------------------------------
Income from operations                                 10,535        6,694          3,455            (1)       20,683
Interest and debt expense                              23,503            7            403             -        23,913
Interest income and other (expense) income               (517)         171            188             -          (158)
                                                   ------------------------------------------------------------------
(Loss) income before income taxes                     (13,485)       6,858          3,240            (1)       (3,388)
Income tax (benefit) expense                           (5,060)       6,067          1,690             -         2,697
                                                   ------------------------------------------------------------------
Net (loss) income                                  $   (8,425)   $     791     $    1,550    $       (1)   $   (6,085)
                                                   ==================================================================



                                     - 10 -

<PAGE>


                                                                  Domestic      Foreign       Elimina-     Consoli-
                                                     Parent     Subsidiaries  Subsidiaries      tions        dated
                                                   ------------------------------------------------------------------
FOR THE NINE MONTHS ENDED DECEMBER 30, 2001
OPERATING ACTIVITIES:
Net cash provided by (used in) operating
   activities                                      $   51,275    $   (4,605)   $    1,822    $     (933)   $   47,559
                                                   ------------------------------------------------------------------

INVESTING ACTIVITIES:
Purchase of marketable securities, net                 (1,240)            -             -             -        (1,240)
Capital expenditures                                   (3,759)          786        (1,073)            -        (4,046)
Other                                                       -         4,267             -             -         4,267
                                                   ------------------------------------------------------------------
Net cash used in investing activities                  (4,999)        5,053        (1,073)            -        (1,019)
                                                   ------------------------------------------------------------------

FINANCING ACTIVITIES:
Net payments under revolving line-of-credit
   agreements                                         (56,200)            -           343             -       (55,857)
Repayment of debt                                        (703)           (1)       (2,095)            -        (2,799)
Dividends paid                                         (2,016)            -          (933)          933        (2,016)
Other                                                      21             -             -             -            21
                                                   ------------------------------------------------------------------
Net cash  (used in) provided by financing
   activities                                         (58,898)           (1)       (2,685)          933       (60,651)
Effect of exchange rate changes on cash                   (16)            -           (88)            -          (104)
                                                   ------------------------------------------------------------------
Net change in cash and cash equivalents               (12,638)          447        (2,024)            -       (14,215)
Cash and cash equivalents at beginning of period       11,217        (1,865)        4,863             -        14,215
                                                   ------------------------------------------------------------------
Cash and cash equivalents at end of period         $   (1,421)   $   (1,418)   $    2,839    $        -    $        -
                                                   ==================================================================


AS OF DECEMBER 31, 2000
Current assets:
 Cash and cash equivalents                         $    3,261    $      180    $    3,189    $        -    $    6,630
 Trade accounts receivable                             63,211        55,962        24,269             -       143,442
 Unbilled revenues                                          -        40,158             -             -        40,158
 Inventories                                           51,163        38,591        29,659          (875)      118,538
 Other current assets                                   3,634         6,899         3,888             -        14,421
                                                   ------------------------------------------------------------------
  Total current assets                                121,269       141,790        61,005          (875)      323,189
 Property, plant, and equipment, net                   34,984        33,543        18,563             -        87,090
 Goodwill and other intangibles, net                   39,436       239,439        48,064             -       326,939
 Intercompany                                         189,178      (351,042)      (65,170)      227,034             -
 Other assets                                         226,721       160,960        (1,927)     (350,679)       35,075
                                                   ------------------------------------------------------------------
  Total assets                                     $ 611,588     $  224,690    $   60,535    $ (124,520)   $  772,293
                                                   ==================================================================


Current liabilities                                $   27,041    $   54,251    $   21,443    $   (2,988)   $   99,747
 Long-term debt, less current portion                 420,586             4         4,172             -       424,762
 Other non-current liabilities                         16,490        18,474         2,840             -        37,804
                                                   ------------------------------------------------------------------
  Total liabilities                                   464,117        72,729        28,455        (2,988)      562,313

Shareholders' equity                                  147,471       151,961        32,080      (121,532)      209,980
                                                   ------------------------------------------------------------------
  Total liabilities and shareholders' equity       $  611,588     $ 224,690     $  60,535    $ (124,520)   $  772,293
                                                   ==================================================================


                                     - 11 -

<PAGE>



                                                                   Domestic       Foreign     Elimina-     Consoli-
                                                       Parent   Subsidiaries  Subsidiaries      tions        dated
                                                   ------------------------------------------------------------------
FOR THE NINE MONTHS ENDED DECEMBER 31, 2000
Net sales                                          $  189,191    $  291,103    $   89,518    $  (17,362)   $  552,450
Cost of products sold                                 130,965       239,826        67,291       (17,370)      420,712
                                                   ------------------------------------------------------------------
Gross profit                                           58,226        51,277        22,227             8       131,738
                                                   ------------------------------------------------------------------
Selling, general and administrative expenses           28,684        23,706        14,573             -        66,963
Amortization of intangibles                             1,529         8,696         1,820             -        12,045
                                                   ------------------------------------------------------------------
                                                       30,213        32,402        16,393             -        79,008
                                                   ------------------------------------------------------------------
Income from operations                                 28,013        18,875         5,834             8        52,730
Interest and debt expense                              28,329            43           434             -        28,806
Interest and other income                               1,764           214           158             -         2,136
                                                   ------------------------------------------------------------------
Income before income taxes                              1,448        19,046         5,558             8        26,060
Income tax expense                                      1,358        10,499         2,570             3        14,430
                                                   ------------------------------------------------------------------
Net income                                         $       90    $    8,547    $    2,988    $        5    $   11,630
                                                   ==================================================================



FOR THE NINE MONTHS ENDED DECEMBER 31, 2000
OPERATING ACTIVITIES:
Net cash (used in) provided by  operating
   activities                                      $   (7,750)   $    5,169    $    3,637    $   (1,072)   $      (16)
                                                   ------------------------------------------------------------------

INVESTING ACTIVITIES:
Purchase of marketable securities, net                 (2,143)            -             -             -        (2,143)
Capital expenditures                                   (3,416)       (4,775)         (874)            -        (9,065)
Other                                                       -         1,507             -             -         1,507
                                                   ------------------------------------------------------------------
Net cash (used in) provided by investing
   activities                                          (5,559)       (3,268)         (874)            -        (9,701)
                                                   ------------------------------------------------------------------

FINANCING ACTIVITIES:
Net borrowings (payments) under revolving
   line-of-credit agreements                           15,000             -         1,193             -        16,193
Repayment of debt                                      (1,430)          (20)       (1,781)            -        (3,231)
Dividends paid                                         (3,004)            -        (1,072)        1,072        (3,004)
Other                                                     250             -             -             -           250
                                                   ------------------------------------------------------------------
Net cash provided by (used in) financing
   activities                                          10,816           (20)       (1,660)        1,072        10,208
Effect of exchange rate changes on cash                     -             -        (1,443)            -        (1,443)
                                                   ------------------------------------------------------------------
Net change in cash and cash equivalents                (2,493)        1,881          (340)            -          (952)
Cash and cash equivalents at beginning of period        5,754        (1,701)        3,529             -         7,582
                                                   ------------------------------------------------------------------
Cash and cash equivalents at end of period         $    3,261    $      180    $    3,189    $        -    $    6,630
                                                   ==================================================================


</TABLE>




                                     - 12 -

<PAGE>



12.  The  Financial  Accounting  Standards  Board  (FASB)  issued  SFAS No. 141,
     "Business   Combinations"  in  June  2001.  SFAS  No.  141  eliminates  the
     pooling-of-interests  method of accounting  for business  combinations  and
     modifies the application of the purchase accounting method. The elimination
     of the pooling-of-interests  method is effective for transactions initiated
     after June 30, 2001.  The adoption of this Statement did not have an impact
     on the consolidated financial statements.

     The FASB also issued SFAS No. 142,  "Goodwill and Other Intangible  Assets"
     in June of  2001.  SFAS No.  142  eliminates  the  current  requirement  to
     amortize goodwill and  indefinite-lived  intangible  assets,  addresses the
     amortization  of intangible  assets with a defined life and the  impairment
     testing and  recognition for goodwill and intangible  assets.  SFAS No. 142
     will apply to goodwill and  intangible  assets  arising  from  transactions
     completed  before and after the effective date. This statement,  which will
     be effective for the Company's fiscal year beginning on April 1, 2002, must
     be adopted at the  beginning of the fiscal  year.  The Company is currently
     assessing  the  Statement  and the impact  that the  requirement  to assess
     impairment   upon  adoption  will  have  on  our   consolidated   financial
     statements. Upon Adoption, the Company will stop amortizing goodwill which,
     based upon current levels of goodwill, would reduce amortization expense by
     approximately $16 million on an annual basis.

     The FASB issued SFAS No. 143, "Accounting for Asset Retirement Obligations"
     in June 2001.  SFAS No. 143 requires that the fair value of a liability for
     an asset  retirement  obligation be recognized in the period in which it is
     incurred.  The associated asset retirement costs are capitalized as part of
     the carrying  amount of the  long-lived  asset.  This  Statement,  which is
     effective for the Company's  fiscal year  beginning  April 1, 2003,  may be
     adopted  as of April 1,  2002.  The  Company  is  currently  assessing  the
     Statement  and  the  impact,  if  any,  that  adoption  will  have  on  our
     consolidated financial statements.

     The FASB issued SFAS No. 144, "Accounting for the Impairment or Disposal of
     Long-Lived  Assets" in August 2001.  SFAS No. 144  supersedes  SFAS No. 121
     "Accounting  for the  Impairment  of Long-Lived  Assets and for  Long-Lived
     Assets to be Disposed Of," and the accounting  and reporting  provisions of
     APB Opinion No. 30,  "Reporting  the Results of  Operations - Reporting the
     Effects of Disposal of a Segment of a Business, and Extraordinary,  Unusual
     and Infrequently  Occurring Events and Transactions." The statement,  while
     retaining many of the fundamental recognition and measurement provisions of
     SFAS No. 121,  does  change the  criteria to be met to classify an asset as
     held-for-sale as well as the grouping of long-lived  assets and liabilities
     that represent the unit of accounting for a long-lived asset to be held and
     used.  SFAS No. 144 is effective  for the Company's  fiscal year  beginning
     April 1, 2002.  The Company is currently  assessing  the  Statement and the
     impact,  if any,  that  adoption  will have on our  consolidated  financial
     statements.






                                     - 13 -

<PAGE>


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

The  Company  is  a   broad-line   designer,   manufacturer,   and  supplier  of
sophisticated  material  handling  products that are  distributed to industrial,
automotive and consumer markets globally; integrated material handling solutions
for industrial markets worldwide; and integrated material handling solutions for
automotive   markets.   The  Company's  material  handling  products  are  sold,
domestically  and  internationally,  principally  to  third  party  distributors
through diverse  distribution  channels.  Distribution  channels include general
distributors,   specialty  distributors,  crane  end  users,  service-after-sale
distributors,  original equipment manufacturers ("OEMs"),  government,  consumer
and  international.   The  general  distributors  are  comprised  of  industrial
distributors,  rigging shops and crane builders.  Specialty distributors include
catalog  houses,  material  handling  specialists  and  entertainment  equipment
riggers.  The  service-after-sale  network  includes  repair parts  distribution
centers, chain service centers, and hoist repair centers.  Consumer distribution
channels  include  mass  merchandisers,   hardware  distributors,  trucking  and
transportation distributors,  farm hardware distributors and rental outlets. The
Company's   integrated  material  handling  solutions  segments  primarily  deal
directly with  end-users.  Material  handling  solutions - industrial  sales are
concentrated,  domestically and internationally  (primarily Europe), in consumer
products  manufacturing,  warehousing  and,  to  a  lesser  extent,  the  steel,
construction,  automotive,  and  other  industrial  markets.  Material  handling
solutions - automotive sales are concentrated,  domestically and internationally
(primarily North America) in the automotive industry.


RESULTS OF OPERATIONS

THREE MONTHS AND NINE MONTHS ENDED DECEMBER 30, 2001 AND DECEMBER 31, 2000
Net sales in the fiscal 2002 quarter ended  December 30, 2001 were  $137,747,  a
decrease of $37,331 or 21.3% from the fiscal 2001  quarter  ended  December  31,
2000.  Net sales for the nine months ended  December 30, 2001 were  $485,229,  a
decrease of $67,221 or 12.2% from the nine months ended December 31, 2000. Sales
in the Products  segment  decreased by $16,651 or 14.8% from the previous year's
quarter  and  $51,049 or 14.2% for the nine months  ended  December  30, 2001 in
comparison to the prior year period due to continued  softness in all industrial
markets (particularly  domestically).  Sales in the Solutions-Industrial segment
decreased 9.8% or $1,607 for the quarter and 17.3% or $8,898 for the nine months
ended  December 30, 2001 when compared to the same periods in the prior year due
to  weak  industrial  markets.  The  Solutions-Automotive  segment  had a  sales
decrease  of 41.1% or $19,073  for the  quarter  and 5.1% or $7,274 for the nine
months ended  December 30, 2001 when compared to the  respective  periods in the
prior year as a result of softening automotive capital spending.

Sales in the individual segments were as follows:


<TABLE>
<CAPTION>

                                     THREE MONTHS ENDED                               NINE MONTHS ENDED
                                     ------------------                               -----------------
                       DEC. 30,    DEC. 31,             CHANGE          DEC. 30,    DEC. 31,            CHANGE
                                                        ------                                          ------
                         2001        2000         AMOUNT       %          2001        2000        AMOUNT       %
                         ----        ----         ------       -          ----        ----        ------       -
<S>                    <C>        <C>            <C>         <C>        <C>         <C>          <C>         <C>
Products               $  95,591   $ 112,242     $ (16,651)  (14.8)     $ 308,359   $ 359,408    $ (51,049)  (14.2)
Solutions-Industrial      14,815      16,422        (1,607)   (9.8)        42,450      51,348       (8,898)  (17.3)
Solutions-Automotive      27,341      46,414       (19,073)  (41.1)       134,420     141,694       (7,274)   (5.1)
                       ---------   ---------     ---------              ---------   ---------    ---------
    Net sales          $ 137,747   $ 175,078     $ (37,331)  (21.3)     $ 485,229   $ 552,450    $ (67,221)  (12.2)
                       =========   =========     =========              =========   =========    =========

</TABLE>


                                     - 14 -

<PAGE>


The Company's gross profit margins were 23.2%,  22.6%,  20.6%, and 23.8% for the
fiscal 2002 and 2001 quarters and the nine-month periods ended December 30, 2001
and December 31, 2000, respectively.  The increase in the current quarter margin
and decrease in the nine-month period margin relative to the respective  periods
in the prior year is the result of sales  volume mix between  the higher  margin
products  segment and the lower  margin  solutions  segments.  The gross  profit
margin in the Products segment was maintained for the quarter ended December 30,
2001 when compared to prior year despite  decreasing sales volume as a result of
the impact of cost  containment  measures and strategic  initiatives.  The gross
profit margin in the Products  segment for the nine-month  period ended December
30, 2001 decreased  from the respective  period in the prior year as a result of
decreased  production and sales volume and the effects of a reclassification  to
cost of goods sold from general and administrative  expense,  offset somewhat by
cost control measures. The  Solutions-Industrial  segment experienced a decrease
in margin for the current  quarter and  nine-month  period when  compared to the
respective  periods in the prior  year as a result of  decreased  volume.  Gross
margins  in the  Solutions-Automotive  segment  were lower for the  quarter  and
nine-month  period  ended  December  30,  2001  due  to  continuing  competitive
pressures and installation/staffing issues with respect to a series of contracts
at a particular site.

Selling expenses were $10,915,  $12,523, $33,996, and $37,337 in the fiscal 2002
and 2001  quarters and the  nine-month  periods then ended,  respectively.  As a
percentage of consolidated  net sales,  selling  expenses were 7.9%, 7.2%, 7.0%,
and 6.8% in the fiscal 2001 and 2000  quarters and the  nine-month  periods then
ended,  respectively.  The  reduced  expenses  are the  result  of cost  control
measures and decreased volume in the Products segment.

General and administrative expenses were $7,857, $9,325, $23,640, and $29,626 in
the  fiscal  2002 and 2001  quarters  and the  nine-month  periods  then  ended,
respectively.   As  a  percentage  of  consolidated   net  sales,   general  and
administrative  expenses were 5.7%,  5.3%,  4.9% and 5.4% in the fiscal 2002 and
2001 quarters and the nine-month periods then ended, respectively.  The decrease
is the  result of a  reclassification  to costs of goods sold from  general  and
administrative  expense,  cost control  measures,  and lower  product  liability
expense recorded by the Company's captive insurance company.

In conjunction with the continuation of its strategic  integration  process, the
Company incurred  restructuring  charges of $9,561 in the fiscal 2002 nine-month
period ended December 30, 2001. The charges consist of costs associated with the
closure  of the  Lister  Bolt  and  Chain  Division  manufacturing  facility  in
Richmond,  British  Columbia,  Canada and the Forrest City,  Arkansas plant. The
costs are mainly comprised of property resolution and employee separation costs.

Amortization  of intangibles  was $3,994,  $4,014,  $12,040,  and $12,045 in the
fiscal 2002 and 2001 quarters and the nine months then ended, respectively.

Interest and debt expense was $7,112, $9,815, $23,913, and $28,806 in the fiscal
2002 and 2001 quarters and the nine-month periods then ended, respectively.  The
fiscal 2002  decrease  is the result of the  significant  reduction  in debt and
decreased  interest rates. As a percentage of consolidated  net sales,  interest
and debt  expense  was 5.2%,  5.6%,  4.9%,  and 5.2% in the fiscal 2002 and 2001
quarters and the nine-month periods then ended, respectively.


                                     - 15 -

<PAGE>

Interest and other (expense) income was $(77),  $524,  $(158), and $2,136 in the
fiscal  2002  and  2001  quarters  and  the   nine-month   periods  then  ended,
respectively.  The decrease in the current year fiscal  quarter and year to date
results as compared to the respective  periods in the prior year is due to lower
investment earnings on assets in the Company's captive insurance company.

Income taxes as a percentage  of income  (loss) before income taxes were 104.5%,
70.4%,  (79.6)%,  and  55.4%  in the  fiscal  2002  and  2001  quarters  and the
nine-month periods then ended, respectively.  The percentages reflect the effect
of nondeductible amortization of goodwill resulting from acquisitions.


LIQUIDITY AND CAPITAL RESOURCES

The Revolving  Credit Facility  provides  availability  up to $225 million,  due
March 31, 2003,  against which $145.8  million was  outstanding  at December 30,
2001.  Interest  is payable at varying  Eurodollar  rates  based on LIBOR plus a
spread determined by the Company's  leverage ratio amounting to 325 basis points
at February 12, 2002. The Revolving Credit Facility is secured by all equipment,
inventory,  receivables, certain real property, subsidiary stock (limited to 65%
for foreign subsidiaries) and intellectual property.

The  senior  subordinated  8 1/2% Notes  issued on March 31,  1998  amounted  to
$199,468,  net of original  issue  discount of $532 and are due March 31,  2008.
Interest  is  payable  semi-annually  based  on  an  effective  rate  of  8.45%,
considering  $1,902 of proceeds  from rate hedging in advance of the  placement.
Provisions of the 8 1/2% Notes  include,  without  limitation,  restrictions  of
liens,  indebtedness,  asset sales, and dividends and other restricted payments.
Prior to April 1,  2003,  the 8 1/2% Notes are  redeemable  at the option of the
Company,  in whole or in part, at the Make-Whole Price (as defined in the 8 1/2%
Notes  agreement).  On or after  April 1, 2003,  they are  redeemable  at prices
declining  annually to 100% on and after April 1, 2006. In the event of a Change
of Control (as defined in the  indenture  for such notes),  each holder of the 8
1/2%  Notes may  require  the  Company  to  repurchase  all or a portion of such
holder's 8 1/2% Notes at a purchase price equal to 101% of the principal  amount
thereof.  The 8 1/2% Notes are guaranteed by certain  domestic  subsidiaries and
are not subject to any sinking fund requirements.

On  April 1,  2001,  the  Company  adopted  Statement  of  Financial  Accounting
Standards  (SFAS) No. 133,  "Accounting  for Derivative  Instruments and Hedging
Activities,"  as amended,  which requires  companies to carry all derivatives on
the balance sheet at fair value. The Company's use of derivative  instruments is
limited to cash flow  hedges,  as defined in SFAS No. 133,  of certain  interest
rate  risks.  In order to provide  interest  rate risk  protection  the  Company
entered into an interest  rate swap  agreement in June of 2001,  to  effectively
convert $40 million of  variable-rate  debt to fixed-rate  debt. The $40 million
interest rate swap agreement matures in June 2003.

The  Company  believes  that its cash  flows and  borrowing  capacity  under its
revolving  credit  facility are  sufficient to fund its ongoing  operations  and
budgeted capital expenditures. The Company was in violation of certain financial
covenants as of December  30, 2001 and has  obtained a waiver of the  violations
along with an amendment,  which modifies some of these covenants  prospectively.
The  Company  expects  to  be  compliant  with  the  amended  covenants  and  to
renegotiate its credit facility by June 30, 2002.


                                     - 16 -
<PAGE>


Net cash provided by operating  activities was $47,559 for the nine months ended
December 30, 2001  compared to net cash used in operating  activities of $16 for
the nine months ended  December 31, 2000.  The  difference  of $47,575 is due to
changes in net working capital  components  offset by the current year loss from
operations.

Net cash used in  investing  activities  decreased to $1,019 for the nine months
ended December 30, 2001 from $9,701 for the nine months ended December 31, 2000.
The $8,682  difference is primarily the result of the purchase of property and a
building in fiscal 2001 of a previously  leased  facility and proceeds  received
from the sale of net assets held for sale.

Net cash used in  financing  activities  was $60,651  for the nine months  ended
December  30, 2001  compared to net cash  provided by  financing  activities  of
$10,208 for the nine months ended  December 31, 2000.  The $70,859 change is the
result of debt  payments made from funds freed from working  capital  during the
year and excess cash on hand at the end of fiscal 2001.


CAPITAL EXPENDITURES

In addition to keeping its current equipment and plants properly maintained, the
Company is committed to replacing, enhancing, and upgrading its property, plant,
and  equipment  to 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 nine months ended  December 30, 2001 and December
31, 2000 were $4,046 and $9,065, respectively.  The decrease from fiscal 2001 is
due to the  purchase of property  and a building in fiscal 2001 of a  previously
leased facility.


INFLATION AND OTHER MARKET CONDITIONS

The  Company's  costs are affected by inflation  in the U.S.  economy,  and to a
lesser extent, in foreign economies including those of Europe,  Canada,  Mexico,
and the Pacific  Rim.  The Company  does not believe  that  inflation  has had a
material effect on results of operations over the periods  presented  because of
low inflation levels over the periods and because the Company has generally been
able to pass on rising costs through  price  increases.  However,  in the future
there can be no assurance  that the  Company's  business will not be affected by
inflation or that it will be able to pass on cost increases.


SEASONALITY AND QUARTERLY RESULTS

Quarterly  results may be  materially  affected by the timing of large  customer
orders,  by  periods  of  high  vacation  and  holiday  concentrations,  and  by
acquisitions and the magnitude of acquisition  costs.  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.




                                     - 17 -

<PAGE>


EFFECTS OF NEW ACCOUNTING PRONOUNCEMENTS

The Financial  Accounting  Standards Board (FASB) issued  Statement on Financial
Accounting Standards (SFAS) No. 141, "Business  Combinations" in June 2001. SFAS
No. 141  eliminates the  pooling-of-interests  method of accounting for business
combinations and modifies the application of the purchase accounting method. The
elimination  of the  pooling-of-interests  method is effective for  transactions
initiated  after June 30, 2001.  The adoption of this  Statement did not have an
impact on the consolidated financial statements.

The FASB also issued SFAS No. 142,  "Goodwill  and Other  Intangible  Assets" in
June of 2001.  SFAS No. 142  eliminates  the  current  requirement  to  amortize
goodwill and indefinite-lived  intangible assets,  addresses the amortization of
intangible assets with a defined life and the impairment testing and recognition
for  goodwill  and  intangible  assets.  SFAS No. 142 will apply to goodwill and
intangible  assets  arising  from  transactions  completed  before and after the
effective date. This statement, which will be effective for the Company's fiscal
year beginning on April 1, 2002,  must be adopted at the beginning of the fiscal
year.  The Company is currently  assessing the Statement and the impact that the
requirement  to assess  impairment  upon adoption will have on the  consolidated
financial statements.  Upon Adoption,  the Company will stop amortizing goodwill
which, based upon current levels of goodwill,  would reduce amortization expense
by approximately $16 million on an annual basis.

The FASB issued SFAS No. 143,  "Accounting for Asset Retirement  Obligations" in
June 2001. SFAS No. 143 requires that the fair value of a liability for an asset
retirement  obligation be recognized in the period in which it is incurred.  The
associated asset retirement costs are capitalized as part of the carrying amount
of the long-lived  asset.  This Statement,  which is effective for the Company's
fiscal year beginning  April 1, 2003, may be adopted as of April 1, 2002. We are
currently  assessing the  Statement  and the impact,  if any, that adoption will
have on our consolidated financial statements.

The FASB issued  SFAS No. 144,  "Accounting  for the  Impairment  or Disposal of
Long-Lived  Assets"  in  August  2001.  SFAS No.  144  supersedes  SFAS No.  121
"Accounting for the Impairment of Long-Lived Assets and for Long-Lived Assets to
be Disposed Of," and the accounting and reporting  provisions of APB Opinion No.
30,  "Reporting the Results of Operations - Reporting the Effects of Disposal of
a Segment of a Business,  and Extraordinary,  Unusual and Infrequently Occurring
Events and Transactions." The statement, while retaining many of the fundamental
recognition and measurement provisions of SFAS No. 121, does change the criteria
to be met to  classify  an asset as  held-for-sale  as well as the  grouping  of
long-lived  assets and  liabilities  that represent the unit of accounting for a
long-lived  asset  to be held  and  used.  SFAS  No.  144 is  effective  for the
Company's  fiscal year beginning  April 1, 2002. We are currently  assessing the
Statement and the impact,  if any,  that adoption will have on our  consolidated
financial statements.








                                     - 18 -

<PAGE>



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 the actual
results of the  Company  to differ  materially  from the  results  expressed  or
implied by such statements,  including general economic and business conditions,
conditions  affecting the industries served by the Company and its subsidiaries,
conditions affecting the Company's customers and suppliers, competitor responses
to the Company's  products and services,  the overall market  acceptance of such
products  and  services,  the  integration  of  acquisitions  and other  factors
disclosed  in  the  Company's   periodic  reports  filed  with  the  Commission.
Consequently such forward-looking statements should be regarded as the Company's
current  plans,  estimates  and  beliefs.  The Company  does not  undertake  and
specifically  declines  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>


PART II.  OTHER INFORMATION

Item 1.    Legal Proceedings - none.

Item 2.    Changes in Securities - none.

Item 3.    Defaults upon Senior Securities - none.

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

Item 5.    Other Information

           The Company has entered into a consulting agreement with the Chairman
           of the Board (Exhibit 10.3).

Item 6.    Exhibits and Reports on Form 8-K.

           Exhibit 10.1     Eighth  Amendment,  dated as of  November  21, 2001,
                            to the Credit Agreement, dated as of March 31, 1998,
                            among   Columbus   McKinnon   Corporation,   as  the
                            Borrower,  the  banks,  financial  institutions  and
                            other   institutional   lenders  named  therein,  as
                            Initial Lenders, Fleet National Bank, as the Initial
                            Issuing Bank, Fleet National Bank, as the Swing Line
                            Bank and Fleet National Bank, as the  Administrative
                            Agent.

           Exhibit 10.2     Ninth Amendment,  dated as of February 12, 2002,  to
                            the Credit  Agreement,  dated as of March 31,  1998,
                            among   Columbus   McKinnon   Corporation,   as  the
                            Borrower,  the  banks,  financial  institutions  and
                            other   institutional   lenders  named  therein,  as
                            Initial Lenders, Fleet National Bank, as the Initial
                            Issuing Bank, Fleet National Bank, as the Swing Line
                            Bank and Fleet National Bank, as the  Administrative
                            Agent.

           Exhibit 10.3     Consulting   Agreement  as   entered   into  between
                            Columbus McKinnon  Corporation and  the Chairman  of
                            the Board.


           There are no reports on Form 8-K.







                                     - 20 -

<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: FEBRUARY 13, 2002                    /S/ ROBERT L. MONTGOMERY, JR.
      -----------------                    -----------------------------
                                           Robert L. Montgomery, Jr.
                                           Executive Vice President and
                                              Chief Financial Officer (Principal
                                              Financial Officer)





























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