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 September 30, 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 October  31, 2007 was:
18,948,413 shares.


<PAGE>


                                 FORM 10-Q INDEX
                          COLUMBUS MCKINNON CORPORATION
                               SEPTEMBER 30, 2007


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

Item 1.    Condensed Consolidated Financial Statements (Unaudited)

           Condensed consolidated balance sheets -
              September 30, 2007 and March 31, 2007                            2

           Condensed consolidated statements of operations
              and retained earnings - Three months and six
              months ended September 30, 2007 and October 1, 2006              3

           Condensed consolidated statements of cash flows -
              Six months ended September 30, 2007 and October 1, 2006          4

           Condensed consolidated statements of comprehensive income -
              Three months and six months ended September 30, 2007
              and October 1, 2006                                              5

           Notes to condensed consolidated financial statements -
              September 30, 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                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

                                                SEPTEMBER 30,        MARCH 31,
                                                    2007               2007
                                                 ----------        -----------

ASSETS:                                                 (IN THOUSANDS)
Current assets:
      Cash and cash equivalents                  $   53,628        $    48,655
      Trade accounts receivable                      96,740             97,269
      Unbilled revenues                              11,716             15,050
      Inventories                                    90,813             77,179
      Prepaid expenses                               16,896             18,029
                                                 ----------        -----------
Total current assets                                269,793            256,182
Property, plant, and equipment, net                  56,266             55,231
Goodwill and other intangibles, net                 186,501            185,903
Marketable securities                                29,738             28,920
Deferred taxes on income                             24,855             34,460
Other assets                                          6,730              4,942
                                                 ----------        -----------
Total assets                                     $  573,883        $   565,638
                                                 ==========        ===========

LIABILITIES AND SHAREHOLDERS' EQUITY:
Current liabilities:
      Notes payable to banks                     $   10,308        $     9,598
      Trade accounts payable                         34,326             35,896
      Accrued liabilities                            54,720             52,344
      Restructuring reserve                              19                599
      Current portion of long-term debt                 493                297
                                                 ----------        -----------
Total current liabilities                            99,866             98,734
Senior debt, less current portion                     7,485             26,168
Subordinated debt                                   136,000            136,000
Other non-current liabilities                        62,979             63,411
                                                 ----------        -----------
Total liabilities                                   306,330            324,313
                                                 ----------        -----------
Shareholders' equity
      Common stock                                      189                188
      Additional paid-in capital                    176,374            174,654
      Retained earnings                             104,024             85,237
      ESOP debt guarantee                            (3,134)            (3,417)
      Accumulated other comprehensive loss           (9,900)           (15,337)
                                                 ----------        -----------
Total shareholders' equity                          267,553            241,325
                                                 ----------        -----------
Total liabilities and shareholders' equity       $  573,883        $   565,638
                                                 ==========        ===========

     SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.



                                     - 2 -
<PAGE>

<TABLE>
<CAPTION>

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



                                                       THREE MONTHS ENDED                  SIX MONTHS ENDED
                                                       ------------------                  ----------------
                                                 SEPTEMBER 30,      OCTOBER 1,      SEPTEMBER 30,       OCTOBER 1,
                                                      2007             2006              2007              2006
                                                      ----             ----              ----              ----
                                                                (IN THOUSANDS, EXCEPT PER SHARE DATA)

<S>                                               <C>              <C>               <C>               <C>
Net sales                                         $   151,410      $   144,225       $   299,520       $   290,919
Cost of products sold                                 105,372          105,208           209,594           209,619
                                                  -----------      -----------       -----------       -----------
Gross profit                                           46,038           39,017            89,926            81,300
                                                  -----------      -----------       -----------       -----------

Selling expenses                                       17,269           14,739            33,390            30,106
General and administrative expenses                     9,127            8,540            18,323            17,629
Restructuring charges                                     469             (410)              745              (406)
Amortization of intangibles                                25               44                53                87
                                                  -----------      -----------       -----------       -----------
                                                       26,890           22,913            52,511            47,416
                                                  -----------      -----------       -----------       -----------

Income from operations                                 19,148           16,104            37,415            33,884
Interest and debt expense                               3,627            4,176             7,805             8,688
Cost of bond redemptions                                1,443                -             1,443             4,583
Investment income                                        (257)            (312)             (551)             (786)
Other income                                             (523)            (754)           (1,477)           (1,293)
                                                  -----------      -----------       -----------       -----------
Income before income tax expense                       14,858           12,994            30,195            22,692
Income tax expense                                      5,544            4,898            11,500             9,163
                                                  -----------      -----------       -----------       -----------
Income from continuing operations                       9,314            8,096            18,695            13,529
Income from discontinued operations (net of tax)          139              218               278               357
                                                  -----------      -----------       -----------       -----------
Net income                                              9,453            8,314            18,973            13,886
Retained earnings - beginning of period                94,571           56,724            85,237            51,152
Change in accounting principle (note 6)                     -                -              (186)                -
                                                  -----------      -----------       -----------       -----------
Retained earnings - end of period                 $   104,024      $    65,038       $   104,024       $    65,038
                                                  ===========      ===========       ===========       ===========

Basic income per share:
   Income from continuing operations              $      0.50      $      0.44       $      1.01       $     0.73
   Income from discontinued operations                   0.01             0.01              0.01             0.02
                                                  -----------      -----------       -----------       ----------
   Net income                                     $      0.51      $      0.45       $      1.02       $     0.75
                                                  ===========      ===========       ===========       ==========

Diluted income per share:
   Income from continuing operations              $      0.48      $      0.43       $      0.98       $     0.71
   Income from discontinued operations                   0.01             0.01              0.01             0.02
                                                  -----------      -----------       -----------       ----------
   Net income                                     $      0.49      $      0.44       $      0.99       $     0.73
                                                  ===========      ===========       ===========       ==========


     SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

</TABLE>


                                     - 3 -
<PAGE>

<TABLE>
<CAPTION>

                          COLUMBUS MCKINNON CORPORATION
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)
                                                                           SIX MONTHS ENDED
                                                                           ----------------
                                                                    SEPTEMBER 30,      OCTOBER 1,
                                                                        2007              2006
                                                                    ------------       ----------
                                                                             (IN THOUSANDS)
OPERATING ACTIVITIES:
<S>                                                                  <C>               <C>
Income from continuing operations                                    $   18,695        $   13,529
Adjustments to reconcile income from
   continuing operations to net cash
   provided by operating activities:
     Depreciation and amortization                                        4,304             4,208
     Deferred income taxes                                                9,605             8,710
     Gain on sale of real estate/investments                               (333)           (1,170)
     Loss on early retirement of bonds                                    1,106             3,780
     Stock compensation expense                                             395               866
     Amortization/write-off of deferred financing costs                     643             1,148
     Changes in operating assets and liabilities:
           Trade accounts receivable and unbilled revenues                4,234            (1,934)
           Inventories                                                  (12,769)          (10,532)
           Prepaid expenses                                               1,189            (2,521)
           Other assets                                                    (981)             (258)
           Trade accounts payable                                        (1,998)            1,102
           Accrued and non-current liabilities                             (206)           (1,967)
                                                                     ----------        ----------
Net cash provided by operating activities                                23,884            14,961
                                                                     ----------        ----------

INVESTING ACTIVITIES:
Proceeds from sale of marketable securities                              12,776             3,796
Purchases of marketable securities                                      (13,487)           (3,019)
Capital expenditures                                                     (4,979)           (4,336)
Proceeds from sale of facilities and surplus real estate                  5,454             2,051
Proceeds from discontinued operations note receivable                       278               357
                                                                     ----------        ----------
Net cash provided (used) by investing activities                             42            (1,151)
                                                                     ----------        ----------

FINANCING ACTIVITIES:
Proceeds from stock options exercised                                     1,061             2,051
Net borrowings under revolving line-of-credit agreements                     74             1,571
Repayment of debt and payment of debt premiums                          (23,397)          (39,325)
Deferred financing costs incurred                                            (2)             (395)
Other                                                                       283               291
                                                                     ----------        ----------
Net cash used by financing activities                                   (21,981)          (35,807)
EFFECT OF EXCHANGE RATE CHANGES ON CASH                                   3,028               576
                                                                     ----------        ----------
Net change in cash and cash equivalents                                   4,973           (21,421)
Cash and cash equivalents at beginning of period                         48,655            45,598
                                                                     ----------        ----------
Cash and cash equivalents at end of period                           $   53,628        $   24,177
                                                                     ==========        ==========

     SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

</TABLE>


                                     - 4 -
<PAGE>

<TABLE>
<CAPTION>

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

                                                           THREE MONTHS ENDED                SIX MONTHS ENDED
                                                           ------------------                ----------------
                                                      SEPTEMBER 30,   OCTOBER 1,       SEPTEMBER 30,    OCTOBER 1,
                                                          2007           2006              2007            2006
                                                          ----           ----              ----            ----
                                                                              (IN THOUSANDS)

<S>                                                   <C>             <C>              <C>              <C>
Net income                                            $    9,453      $    8,314       $   18,973       $   13,886
Other comprehensive income, net of tax:
   Foreign currency translation adjustments                3,738             306            5,375            2,656
   Unrealized gain (loss) on investments:
     Unrealized holding gains arising
       during the period                                     106             536              107              329
     Reclassification adjustment for
       gains included in net income                           (1)           (153)             (45)            (469)
                                                      ----------      ----------       ----------       ----------
                                                             105             383               62             (140)
                                                      ----------      ----------       ----------       ----------
Total other comprehensive income                           3,843             689            5,437            2,516
                                                      ----------      ----------       ----------       ----------
Comprehensive income                                  $   13,296      $    9,003       $   24,410       $   16,402
                                                      ==========      ==========       ==========       ==========


     SEE ACCOMPANYING NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.

</TABLE>



                                     - 5 -
<PAGE>


                          COLUMBUS MCKINNON CORPORATION
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)
                (DOLLAR AMOUNTS IN THOUSANDS, EXCEPT SHARE DATA)
                               SEPTEMBER 30, 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 September  30, 2007 and the results of its  operations  and its cash
flows for the three and six-month  periods ended  September 30, 2007 and October
1, 2006, have been included. Results for the period ended September 30, 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:
                                            SEPTEMBER 30,        MARCH 31,
                                                 2007              2007
                                            -------------      -----------
At cost - FIFO basis:
   Raw materials.........................    $   50,445        $    45,006
   Work-in-process.......................        12,162              9,050
   Finished goods........................        43,517             36,606
                                             ----------        -----------
                                                106,124             90,662
LIFO cost less than FIFO cost............       (15,311)           (13,483)
                                             ----------        -----------
Net inventories..........................    $   90,813        $    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 six-months of fiscal 2008, the Company  recorded  restructuring
costs of $469 for  facility  demolition  costs and  severance.  These  costs are
related to two separate  businesses within the Solutions segment.  The liability
as of  September  30,  2007  was  $19,  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:
<TABLE>
<CAPTION>

                                                THREE MONTHS ENDED                    SIX MONTHS ENDED
                                                ------------------                    ----------------
                                           SEPTEMBER 30,     OCTOBER 1,         SEPTEMBER 30,     OCTOBER 1,
                                               2007             2006                2007             2006
                                               ----             ----                ----             ----
<S>                                           <C>              <C>                 <C>              <C>
      Service costs......................     $1,094           $1,049              $2,188           $2,098
      Interest cost......................      2,019            1,878               4,038            3,757
      Expected return on plan assets.....     (2,043)          (1,830)             (4,086)          (3,661)
      Net amortization...................        450              623                 900            1,246
                                              ------           ------              ------           ------
      Net periodic pension cost..........     $1,520           $1,720              $3,040           $3,440
                                              ======           ======              ======           ======
</TABLE>

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

                                                THREE MONTHS ENDED                    SIX MONTHS ENDED
                                                ------------------                    ----------------
                                           SEPTEMBER 30,     OCTOBER 1,         SEPTEMBER 30,     OCTOBER 1,
                                               2007             2006                2007             2006
                                               ----             ----                ----             ----
<S>                                           <C>              <C>                 <C>              <C>
      Service costs......................     $   1            $   1               $   2            $   3
      Interest cost .....................       146              161                 292              322
      Amortization of plan net losses....        96              100                 192              200
                                              -----            -----               -----            -----
      Net periodic postretirement cost...     $ 243            $ 262               $ 486            $ 525
                                              =====            =====               =====            =====
</TABLE>


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.       FOREIGN DEBT GUARANTEE

Effective August 1, 2007, the Company issued a guarantee to a third party lender
which  secures  any  borrowing  by  one of the  Company's  wholly-owned  foreign
subsidiaries  under  the  subsidiary's  credit  facility.  The  credit  facility
provides availability up to a maximum of approximately  $11,500. The outstanding
borrowings on this credit  facility were  approximately  $9,800 at September 30,
2007.

6.       INCOME TAXES

Income tax expense as a percentage of income from continuing  operations  before
income tax expense  was 37.3%,  37.7%,  38.1%,  and 40.4% in the fiscal 2008 and
2007 quarters and the six-month periods then ended, respectively.  The six month
fiscal  2007  percentage  varies  from  the U.S.  statutory  rate due to $866 of
non-deductible stock option expense in the period. As of September 30, 2007, the
Company had U.S.  federal net operating  loss  carry-forwards  of  approximately
$16,800 representing approximately $5,900 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.


                                     - 7 -
<PAGE>


Upon  adoption  of FIN No. 48, 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.

During the second  quarter  of fiscal  2008,  the  balance of  unrecognized  tax
benefits  increased $223 as a result of certain  intercompany  transactions that
have not been audited by the various tax  jurisdictions  and a matter that arose
during a state income tax audit.

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 September 30, 2008.

The Company  had $177  accrued for the  payment of  interest  and  penalties  at
September 30, 2007. The Company recognizes 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.       EARNINGS PER SHARE

The following table sets forth the computation of basic and diluted earnings per
share:
<TABLE>
<CAPTION>
                                                        THREE MONTHS ENDED                   SIX MONTHS ENDED
                                                        ------------------                   ----------------
                                                  SEPTEMBER 30,      OCTOBER 1,        SEPTEMBER 30,    OCTOBER 1,
                                                       2007             2006                2007           2006
                                                       ----             ----                ----           ----
Numerator for basic and diluted earnings per share:
<S>                                                 <C>               <C>                <C>             <C>
  Net income                                        $  9,453          $ 8,314            $ 18,973        $13,886
                                                    ========          =======            ========        =======

Denominators:
  Weighted-average common stock outstanding -
     denominator for basic EPS                        18,717           18,500              18,677         18,465

  Effect of dilutive employee stock options              426              373                 438            452
                                                    --------          -------            --------        -------

  Adjusted weighted-average common stock
     outstanding and assumed conversions -
     denominator for diluted EPS                      19,143           18,873              19,115         18,917
                                                    ========          =======            ========        =======

</TABLE>

During the first six months of fiscal  2008,  a total of 99,675  shares of stock
were issued upon the exercising of stock options  related to the Company's stock
option plans,  and 11,554  shares of stock were issued under the Company's  Long
Term  Incentive Plan to the Company's  non-executive  directors as part of their
annual compensation.

8.       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.


                                     - 8 -
<PAGE>

Segment  information  as of and for the six months ended  September 30, 2007 and
October 1, 2006, is as follows:
<TABLE>
<CAPTION>

                                                    SIX MONTHS ENDED SEPTEMBER 30, 2007
                                                    -----------------------------------
                                               PRODUCTS          SOLUTIONS           TOTAL
                                               --------          ---------           -----
<S>                                          <C>                <C>               <C>
 Sales to external customers.............    $   277,078        $    22,442       $   299,520
 Income from operations..................         38,479             (1,064)           37,415
 Depreciation and amortization...........          3,877                427             4,304
 Total assets............................        534,842             39,041           573,883

                                                      SIX MONTHS ENDED OCTOBER 1, 2006
                                                      --------------------------------
                                               PRODUCTS          SOLUTIONS           TOTAL
                                               --------          ---------           -----
 Sales to external customers.............    $   257,176        $    33,743       $   290,919
 Income from operations..................         33,848                 36            33,884
 Depreciation and amortization...........          3,775                433             4,208
 Total assets............................        513,364             38,392           551,756

</TABLE>



                                     - 9 -
<PAGE>

9.       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 SEPTEMBER 30, 2007
Current assets:
<S>                                                  <C>          <C>           <C>           <C>          <C>
 Cash and cash equivalents                           $   19,968   $   (1,630)   $  35,290     $        -   $   53,628
 Trade accounts receivable and unbilled revenues         61,398          174       46,884              -      108,456
 Inventories                                             39,752       20,696       32,525         (2,160)      90,813
 Other current assets                                     6,079        1,536        9,281              -       16,896
                                                   --------------------------------------------------------------------
  Total current assets                                  127,197       20,776      123,980         (2,160)     269,793
 Property, plant, and equipment, net                     25,162       11,351       19,753              -       56,266
 Goodwill and other intangibles, net                     88,757       57,035       40,709              -      186,501
 Intercompany                                            54,799      (65,784)     (61,982)        72,967            -
 Other assets                                            87,131      193,453       30,595       (249,856)      61,323
                                                   --------------------------------------------------------------------
  Total assets                                       $  383,046   $  216,831    $ 153,055     $ (179,049)  $  573,883
                                                   ====================================================================


Current liabilities                                  $   37,955   $   16,921    $  47,189     $   (2,199)  $   99,866
Long-term debt, less current portion                    136,000        3,236        4,249              -      143,485
Other non-current liabilities                            25,541       11,346       26,092              -       62,979
                                                   --------------------------------------------------------------------
  Total liabilities                                     199,496       31,503       77,530         (2,199)     306,330

Shareholders' equity                                    183,550      185,328       75,525       (176,850)     267,553
                                                   --------------------------------------------------------------------
  Total liabilities and shareholders' equity         $  383,046   $  216,831    $ 153,055     $ (179,049)  $  573,883
                                                   ====================================================================



FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2007
Net sales                                            $  145,976   $   85,899    $  87,562     $  (19,917)  $  299,520
Cost of products sold                                   106,731       63,341       59,439        (19,917)     209,594
                                                   --------------------------------------------------------------------
Gross profit                                             39,245       22,558       28,123              -       89,926
                                                   --------------------------------------------------------------------
Selling, general and administrative expenses             23,074        8,657       19,982              -       51,713
Restructuring charges                                       402            -          343              -          745
Amortization of intangibles                                  51            2            -              -           53
                                                   --------------------------------------------------------------------
                                                         23,527        8,659       20,325              -       52,511
                                                   --------------------------------------------------------------------
Income from operations                                   15,718       13,899        7,798              -       37,415
Interest and debt expense                                 5,228        2,037          540              -        7,805
Other (income) and expense, net                             806         (227)      (1,164)             -         (585)
                                                   --------------------------------------------------------------------
Income before income tax expense                          9,684       12,089        8,422              -       30,195
Income tax expense                                        4,083        4,901        2,516              -       11,500
                                                   --------------------------------------------------------------------
Income from continuing operations                         5,601        7,188        5,906              -       18,695
Income from discontinued operations                         278            -            -              -          278
                                                   --------------------------------------------------------------------
Net income                                           $    5,879   $    7,188    $   5,906     $        -   $   18,973
                                                   ====================================================================



                                     - 10 -
<PAGE>

                                                       Parent    Guarantors   Nonguarantors Eliminations  Consolidated
                                                   --------------------------------------------------------------------
FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2007
OPERATING ACTIVITIES:
Net cash provided (used) by operating activities     $   26,428   $   (4,675)   $   2,131     $        -   $   23,884
                                                   --------------------------------------------------------------------

INVESTING ACTIVITIES:
Purchase of marketable securities, net                        -            -         (711)             -         (711)
Capital expenditures                                     (2,965)      (1,071)        (943)             -       (4,979)
Proceeds from sale of facilities and surplus real
  estate                                                      -        5,454            -              -        5,454
Proceeds from discontinued operations note
  receivable                                                278            -            -              -          278
                                                   --------------------------------------------------------------------
Net cash (used) provided by investing activities         (2,687)       4,383       (1,654)             -           42
                                                   --------------------------------------------------------------------

FINANCING ACTIVITIES:
Proceeds from stock options exercised                     1,061            -            -              -        1,061
Net borrowings under revolving line-of-credit
  agreements                                                  -            -           74              -           74
(Repayment) borrowings of debt                          (23,481)         (55)         139              -      (23,397)
Other                                                       281            -            -              -          281
                                                   --------------------------------------------------------------------
Net cash (used) provided by financing activities        (22,139)         (55)         213              -      (21,981)
EFFECT OF EXCHANGE RATE CHANGES ON CASH                       -         (121)       3,149              -        3,028
                                                   --------------------------------------------------------------------
Net change in cash and cash equivalents                   1,602         (468)       3,839              -        4,973
Cash and cash equivalents at beginning of period         18,366       (1,162)      31,451              -       48,655
                                                   --------------------------------------------------------------------
Cash and cash equivalents at end of period           $   19,968   $   (1,630)   $  35,290     $        -   $   53,628
                                                   ====================================================================




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
                                                   ====================================================================


                                     - 11 -
<PAGE>

                                                       Parent    Guarantors   Nonguarantors Eliminations  Consolidated
                                                   --------------------------------------------------------------------
FOR THE SIX MONTHS ENDED OCTOBER 1, 2006
Net sales                                            $  141,257   $   85,164    $  89,388     $  (24,890)  $  290,919
Cost of products sold                                   104,169       63,432       66,758        (24,740)     209,619
                                                   --------------------------------------------------------------------
Gross profit                                             37,088       21,732       22,630           (150)      81,300
                                                   --------------------------------------------------------------------
Selling, general and administrative expenses             21,477        8,470       17,788              -       47,735
Restructuring charges                                      (406)           -            -              -         (406)
Amortization of intangibles                                  52            1           34              -           87
                                                   --------------------------------------------------------------------
                                                         21,123        8,471       17,822              -       47,416
                                                   --------------------------------------------------------------------
Income (loss) from operations                            15,965       13,261        4,808           (150)      33,884
Interest and debt expense                                 6,572        1,968          148              -        8,688
Other (income) and expense, net                           4,221         (406)      (1,311)             -        2,504
                                                   --------------------------------------------------------------------
Income (loss) before income tax expense                   5,172       11,699        5,971           (150)      22,692
Income tax expense                                        2,246        4,653        2,264              -        9,163
                                                   --------------------------------------------------------------------
Income (loss) from continuing operations                  2,926        7,046        3,707           (150)      13,529
Income from discontinued operations                         357            -            -              -          357
                                                   --------------------------------------------------------------------
Net income (loss)                                    $    3,283   $    7,046    $   3,707     $     (150)  $   13,886
                                                   ====================================================================


FOR THE SIX MONTHS ENDED OCTOBER 1, 2006
OPERATING ACTIVITIES:
Net cash provided by operating activities            $   14,203   $      171    $     587     $        -   $   14,961
                                                   --------------------------------------------------------------------

INVESTING ACTIVITIES:
Sale of marketable securities, net                            -            -          777              -          777
Capital expenditures                                     (2,394)        (588)      (1,354)             -       (4,336)
Proceeds from sale of facilities and surplus real
  estate                                                  1,655          396            -              -        2,051
Proceeds from discontinued operations note
  receivable                                                357            -            -              -          357
                                                   --------------------------------------------------------------------
Net cash used by investing activities                      (382)        (192)        (577)             -       (1,151)
                                                   --------------------------------------------------------------------

FINANCING ACTIVITIES:
Proceeds from stock options exercised                     2,051            -            -              -        2,051
Net borrowings under revolving
  line-of-credit agreements                                   -            -        1,571              -        1,571
(Repayment) borrowings of debt                          (42,328)           -        3,003              -      (39,325)
Deferred financing costs incurred                          (395)           -            -              -         (395)
Other                                                       291            -            -              -          291
                                                   --------------------------------------------------------------------
Net cash (used) provided by financing activities        (40,381)           -        4,574              -      (35,807)
EFFECT OF EXCHANGE RATE CHANGES ON CASH                       -          (69)         645              -          576
                                                   --------------------------------------------------------------------
Net change in cash and cash equivalents                 (26,560)         (90)       5,229              -      (21,421)
Cash and cash equivalents at beginning of period         27,531       (1,461)      19,528              -       45,598
                                                   --------------------------------------------------------------------
Cash and cash equivalents at end of period           $      971   $   (1,551)   $  24,757     $        -   $   24,177
                                                   ====================================================================
</TABLE>


                                     - 12 -
<PAGE>


10.      LOSS CONTINGENCIES

Like many industrial manufacturers,  the Company is involved in asbestos-related
litigation.  In  continually  evaluating  costs  associated  with 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 September 30, 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.

11.      NEW ACCOUNTING STANDARDS

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.

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.



                                     - 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 two  years,  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 1 1/2 years,  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 six  months  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   implemented  a  price   increase  on  our
steel-intensive products in 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 AND SIX MONTHS ENDED SEPTEMBER 30, 2007 AND OCTOBER 1, 2006
Net sales in the fiscal 2008 quarter ended September 30, 2007 were $151,410,  up
$7,185 or 5.0% from the fiscal 2007 quarter ended October 1, 2006. Net sales for
the six months ended September 30, 2007 were $299,520,  an increase of $8,601 or
3.0% from the six months ended  October 1, 2006.  Sales in the Products  segment
increased  by $11,275 or 8.7% from the  previous  year's  quarter and $19,902 or
7.7% from the previous year's six-month  period then ended.  These increases are
due to the continued strength of the U.S. and European  industrial  markets,  as
well as the  impact  of  price  increases  of  $4,500  in the six  months  ended
September 30, 2007. Translation of foreign currencies, particularly the Euro and
Canadian  dollar,  into U.S.  dollars  contributed  $2,300 and $3,800 toward the
Products  segment  increase in sales for the quarter and six-month  period ended
September 30, 2007, respectively. Sales in the Solutions segment decreased 26.9%
or  $4,090  for the  quarter  and  33.5% or  $11,301  for the six  months  ended
September 30, 2007 when  compared  with the same periods in the prior year.  The
decreases  in this  segment are  primarily  due to lower  volume in our European
conveyor  business  as revenue has been  intentionally  held back as a result of
historically  unacceptable  returns  on  certain  types  of  projects.  We  have
restructured  that  business  and are  converting  it into a more  products  and
services  orientated model.  Translation of foreign currencies into U.S. dollars
contributed an additional  $500 and $900 toward the Solutions  segment sales for
the quarter and six-months  ended September 30, 2007.  Sales in the segments are
summarized as follows:
<TABLE>
<CAPTION>

                         THREE MONTHS ENDED                                SIX MONTHS ENDED
                         ------------------                                ----------------
                SEPT. 30,     OCT. 1,          CHANGE              SEPT. 30,     OCT. 1,          CHANGE
                  2007         2006       AMOUNT       %             2007         2006        AMOUNT      %
                  ----         ----       ------      ---            ----         ----        ------     ---
<S>           <C>          <C>           <C>        <C>          <C>           <C>          <C>        <C>
Products      $  140,312   $  129,037    $ 11,275     8.7        $  277,078    $ 257,176    $  19,902    7.7
Solutions         11,098       15,188      (4,090)  -26.9            22,442       33,743      (11,301) -33.5
              ----------   ----------    --------                ----------    ---------    ---------
Net sales     $  151,410   $  144,225    $  7,185     5.0        $  299,520    $ 290,919    $   8,601    3.0
              ==========   ==========    ========                ==========    =========    =========
</TABLE>

Gross profit and gross profit margins by operating segment are summarized as
follows:
<TABLE>
<CAPTION>

                                      THREE MONTHS ENDED                              SIX MONTHS ENDED
                                      ------------------                              ----------------
                              SEPT. 30, 2007       OCT. 1, 2006            SEPT. 30, 2007         OCT. 1, 2006
                              --------------       ------------            --------------         ------------
                                  $        %          $        %               $        %            $        %
                                 ---      ---        ---      ---             ---      ---          ---      ---
<S>                          <C>         <C>     <C>         <C>          <C>         <C>       <C>         <C>
Products                     $  44,232   31.5    $  37,896   29.4         $  86,331   31.2      $  77,313   30.1
Solutions                        1,806   16.3        1,121    7.4             3,595   16.0          3,987   11.8
                             ---------           ---------                ---------             ---------
Total Gross Profit           $  46,038   30.4    $  39,017   27.1         $  89,926   30.0      $  81,300   27.9
                             =========           =========                =========             =========
</TABLE>

The increase in the gross profit  margin for the Products  segment is the result
of product mix,  the  realization  of  operational  leverage at increased  sales
volumes,  ongoing cost  containment  activities  and the  translation of foreign
currencies  into U.S.  dollars,  which  contributed  $900 and $1,600  toward the
Products  segment  increase in gross margin for the quarter and six-months ended
September 30, 2007,  respectively.  The Solutions segment reflected gross margin
improvement due to restructuring activities undertaken at our Univeyor business.

                                     - 15 -
<PAGE>

Selling expenses were $17,269,  $14,739,  $33,390 and $30,106 in the fiscal 2008
and 2007  quarters  and the  six-month  periods  then ended,  respectively.  The
changes in selling expense dollars were impacted by our increased  investment to
support our strategic growth  initiatives  including  investments in new markets
($1,100 and $1,600 for the quarter and  six-month  period  ended  September  30,
2007,  respectively),  translation of foreign currencies into U.S. dollars ($600
and  $900 for the  quarter  and  six-month  period  ended  September  30,  2007,
respectively)  and increased  variable selling costs as a result of higher sales
volume. As a percentage of consolidated net sales,  selling expenses were 11.4%,
10.2%,  11.1%,  and 10.3% in the fiscal 2008 and 2007 quarters and the six-month
periods then ended, respectively.

General and administrative  expenses were $9,127, $8,540, $18,323 and $17,629 in
the  fiscal  2008  and 2007  quarters  and the  six-month  periods  then  ended,
respectively.  The increase in administrative  expenses was primarily the result
of increased  research and development  costs ($275 and $430 for the quarter and
six-month period ended September 30, 2007,  respectively) and the translation of
foreign  currencies  into  U.S.  dollars  ($350  and  $500 for the  quarter  and
six-month  period ended  September  30, 2007,  respectively)  As a percentage of
consolidated  net sales,  general and  administrative  expenses were 6.0%, 5.9%,
6.1%,  and 6.1% in the fiscal 2008 and 2007 quarters and the  six-month  periods
then ended, respectively.

Restructuring charges were $469, ($410), $745, and ($406) in the fiscal 2008 and
2007  quarters  and the  six-month  periods then ended,  respectively.  The 2008
restructuring  include  $402 of costs  related to the partial  demolition  of an
older and  underutilized  domestic facility and $343 of costs 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. The reversal of restructuring  charges in fiscal 2007 resulted from the
sale of a previously  closed  facility and included  $216 of gain on the sale of
the property that had been written down in previous periods.

Interest and debt expense was $3,627,  $4,176,  $7,805, and $8,688 in the fiscal
2008 and 2007 quarters and the six-month periods then ended, respectively.  This
decrease is the result of lower debt levels. As a percentage of consolidated net
sales,  interest and debt expense was 2.4%,  2.9%,  2.6%, and 3.0% in the fiscal
2008 and 2007 quarters and the six-month periods then ended, respectively.

Cost of bond redemptions was $1,443,  $0, $1,443,  and $4,583 in the fiscal 2008
and 2007  quarters  and the  six-month  periods  then ended,  respectively.  The
charges in fiscal 2008 and 2007 were related to the redemption of our 10% notes.

Income tax expense as a percentage of income from continuing  operations  before
income tax expense  was 37.3%,  37.7%,  38.1%,  and 40.4% in the fiscal 2008 and
2007 quarters and the six-month periods then ended, respectively.  The six month
fiscal  2007  percentage  varies  from  the U.S.  statutory  rate due to $866 of
non-deductible stock option expense in the period. As of September 30, 2007, the
Company had U.S.  federal net operating  loss  carry-forwards  of  approximately
$16,800 representing approximately $5,900 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, 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.

During the second  quarter  of fiscal  2008,  the  balance of  unrecognized  tax
benefits  increased $223 as a result of certain  intercompany  transactions that
have not been audited by the various tax  jurisdictions  and a matter that arose
during a state income tax audit.


                                     - 16 -
<PAGE>

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 September 30, 2008.

The Company  had $177  accrued for the  payment of  interest  and  penalties  at
September 30, 2007. The Company recognizes 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 $53,628 at September 30, 2007, an increase of
$4,973 from the March 31, 2007 balance of $48,655.

Net cash provided by operating  activities  was $23,884 for the six months ended
September 30, 2007 compared to $14,961 for the six months ended October 1, 2006.
The $8,923  increase is the result of stronger  operating  performance in fiscal
2008 ($3,344) and changes in working capital  components.  During the six months
ended September 30, 2007,  changes in working  capital  components used $10,531,
compared to $16,110 used in the six months ended October 1, 2006. Changes in net
working capital include a favorable change of $6,168 on accounts receivables and
unbilled  revenues  as a result of improved  collection  results and a favorable
change in prepaid expenses and other assets of $2,987 due to timing of payments.
These were offset by an  unfavorable  change of $2,237 on  inventory  (resulting
from  support for  upcoming  new product  launches,  an increase for longer term
capital projects equipment and timing of offshore  purchases) and an unfavorable
change of $1,339 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 $42 for the six months
ended  September  30, 2007 compared to ($1,151) for the six months ended October
1, 2006. The $1,193 change in net cash provided  (used) by investing  activities
was the  result  of a $3,403  increase  in  proceeds  received  from the sale of
facilities and surplus real estate in fiscal 2008 compared to fiscal 2007.  This
increase  in cash was  partially  offset  by a $1,488  increase  in cash used to
purchase marketable securities, net and a $643 increase in capital expenditures.

Net cash used by  financing  activities  was  $21,981  for the six months  ended
September 30, 2007 compared to $35,807 for the six months ended October 1, 2006.
The net cash used in financing activities for the six months ended September 30,
2007 consisted primarily of $23,397 of net debt repayments,  partially offset by
$1,061 of proceeds from stock options exercised.  The net cash used in financing
activities  for the six months  ended  October 1, 2006  consisted  primarily  of
$39,325 of debt  repayments,  partially  offset by $2,051 of  proceeds  from the
issuance of common stock and stock options  exercised,  and $1,571 of borrowings
under revolving line of credit agreements.

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.

Our Revolving  Credit Facility  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  $63,441,  net of
outstanding  borrowings of zero and outstanding  letters of credit of $11,559 of
September  30, 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


                                     - 17 -
<PAGE>

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.

On August 1, 2007 the Company used cash on hand to redeem all of the outstanding
Senior  Secured  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 were  written-off in the fiscal 2008 second quarter
ending September 30, 2007.

International  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 default, as mutually agreed
between  our  subsidiaries  and  the  local  bank at the  time of each  specific
transaction.  As of September  30, 2007,  amounts  available  under  significant
foreign credit lines totaled approximately $11,500 of which $9,800 was drawn.

In addition to the above facilities, our foreign subsidiaries have certain fixed
term bank loans. As of September 30, 2007,  significant  loans totaled $4,140 of
which $2,992 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
September 30, 2007 and October 1, 2006 were $4,979 and $4,336, 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.


                                     - 18 -
<PAGE>

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 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
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 September 30, 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 September 30, 2007.  There were no
changes in the Company's  internal  controls or other factors  during our second
quarter ended September 30, 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

           At the  Company's  Annual  Meeting of  Stockholders  held on July 30,
           2007, the stockholders approved the following:

                    (a) A proposal to elect directors of the Company as follows:

                        16,014,798 votes cast for:        Timothy T. Tevens;
                        15,570,498 votes cast for:        Richard H. Fleming;
                        16,017,345 votes cast for:        Ernest R. Verebelyi;
                        15,802,284 votes cast for:        Wallace W. Creek;
                        15,802,427 votes cast for:        Linda A. Goodspeed;
                        15,801,889 votes cast for:        Stephen Rabinowitz;
                        15,659,480 votes cast for:        Nicholas T. Pinchuk.

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: NOVEMBER 9, 2007                /S/ KAREN L. HOWARD
      ----------------                ------------------------------------------
                                      Karen L. Howard
                                      Vice President and Chief Financial Officer
                                        (Principal Financial Officer)


                                     - 22 -