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                                                                  Exhibit 10.30

                              AMENDMENT NO. 2 TO
        THE SECURITIES TRANSFER, RECAPITALIZATION AND HOLDERS AGREEMENT

          THIS AMENDMENT NO. 2 TO THE SECURITIES TRANSFER, RECAPITALIZATION
AND HOLDERS AGREEMENT, dated November 29, 2001 (the "Amendment"), is by and
among DELCO REMY INTERNATIONAL, INC., a Delaware corporation (the "Company"),
COURT SQUARE CAPITAL LIMITED, a Delaware corporation ("Court Square"), DRI GROUP
LLC, a Delaware limited liability company ("DRI Group"), BERKSHIRE HATHAWAY
INC., a Delaware corporation ("Berkshire"), the Individual Investors and
DRESDNER KLEINWORT CAPITAL PARTNERS 2001 LP, a Delaware limited partnership
(the "Purchaser"). The Company, Court Square, DRI Group, Berkshire, the
Individual Investors and the Purchaser are sometimes referred to herein
individually as a "Party"  and collectively as the "Parties."

                                   Background
                                   ----------

          A.   The Company, Court Square, DRI Group, World Equity Partners,
L.P., a Delaware limited partnership ("WEP"), DRI Acquisition Corporation, a
Delaware corporation ("DRI Acquisition") and the Individual Investors are
parties to that certain Securities Transfer, Recapitalization and Holders
Agreement, dated March 14, 2001 (the "Original Agreement").

          B.   The Original Agreement sets forth certain agreements and
understandings among the Parties thereto with respect to the stock of the
Company held by the Parties.

          C.   The Original Agreement was amended by Amendment No. 1 to the
Securities Transfer, Recapitalization and Holders Agreement dated June 27, 2001
by and among the Parties other than the Purchaser (the "First Amendment").

          C.   The Company, Court Square and the Purchaser have entered into
that certain Securities Purchase Agreement date of even date herewith (the
"Purchase Agreement"). Pursuant to the Purchase Agreement, Court Square shall
sell to the Purchaser, and the Purchaser shall purchase, 90,406.62 shares of
the Company's 12% Series A Cumulative Compounding Preferred Stock, par value
$.01 per share (the "Series A Preferred Stock") and 97,808.33 shares of the
Company's Class C Common Stock, par value $.001 per share.

          D.   In connection with, and as a condition to, the transactions
contemplated by the Purchase Agreement, the Parties now desire to further amend
the Original Agreement in accordance with Section 8.1 thereof, as provided in
this Amendment.

                                      Terms
                                      -----

          In consideration of the mutual covenants contained herein and
intending to be legally bound hereby, the Parties hereby agree as follows:
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     Section 1.     Defined Terms. Capitalized terms not otherwise defined
                    -----------
herein shall have the respective meanings ascribed to such terms in the
Original Agreement.

     Section 2.     Status of Purchaser. Upon execution and delivery of this
                    -------------------
Amendment, the Purchaser shall become a party to the Original Agreement, shall
constitute an "Investor"  for all purposes under Sections 3.5, Article IV,
Article VII, and Article VIII of the Original Agreement and shall constitute an
"Institutional Investor"  for purposes of Section 4.2 of the Original Agreement.

     Section 3.     Purchaser Permitted Transferees. The Original Agreement is
                    -------------------------------
hereby amended by adding a new Section 3.5(b)(ix) immediately after Section
3.5(b)(viii) of the Agreement as follows:

               "(ix)     in the case of Dresdner Kleinwort Capital Partners 2001
          L.P. ("Dresdner") or its Permitted Transferees, (a) Dresdner or any
          of its Affiliates, or (b) any limited partnership, limited liability
          company or other investment vehicle that is sponsored or managed
          (whether through the ownership of securities having a majority of
          the voting power, as general partner or through the management of
          investments) by Dresdner or its Affiliates or by present employees
          of Dresdner or its Affiliates."

     Section 4.     Financial Statements and Other Information. The first
                    ------------------------------------------
paragraph of Section 4.2 of the Original Agreement is hereby stricken and
replaced in its entirety with the following:

               "Financial Statements and Other Information. After the Merger
                ------------------------------------------
          and so long as: (a) (i) any Institutional Investor, (ii) any
          Permitted Transferee of such Institutional Investor who owns or has
          the right to acquire 10% or more of the Common Stock outstanding, or
          (iii) Continuing Investor, as the case may be, owns any of the
          Securities, or (b) Dresdner Kleinwort Capital Partners 2001, L.P., a
          Delaware limited partnership ("Dresdner"), and its Permitted
          Transferees own, in the aggregate, 2% of the Common Stock
          outstanding calculated on a fully diluted basis, the Company shall
          deliver to such Institutional Investor, such Permitted Transferee,
          such Continuing Investor, and/or Dresdner, as applicable:"

     Section 5.     Amendment and Modification. Section 8.1 of the Original
                    --------------------------
Agreement is hereby stricken and replaced in its entirety with the following:

          "This Agreement may be amended or modified, or any provision hereof
          may be waived, provided that such amendment or waiver is set forth
          in a writing executed by (i) the Company, (ii) the holders of a
          majority of the Common Stock held by Court Square and its Permitted
          Transferees (so long as Court Square and its Permitted Transferees
          own in the aggregate at least 10% of the outstanding Common Stock

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          on a fully diluted basis), (iii) the holders of a majority of the
          outstanding Common Stock on a fully diluted basis (including Shares
          owned by Court Square and its Affiliates), (iv) only with respect to
          amendments of Sections 4.5 and 6.3 hereof, the holders of a majority
          of the Common Stock held by the Management Investors if such
          amendment would materially adversely affect such Management
          Investors, (v) only with respect to any amendment, modification or
          waiver that would materially adversely affect rights or obligations
          of Berkshire Hathaway Inc. ("Berkshire") or its Permitted
          Transferees, Berkshire (so long as Berkshire and its Permitted
          Transferees own in the aggregate at least 10% of the outstanding
          Common Stock on a fully diluted basis) and (vi) only with respect to
          amendments of Sections 3.4, 4.2, 4.4, 4.5 and 8.1 hereof, the
          holders of a majority of the Common Stock held by Dresdner and its
          Permitted Transferees (so long as Dresdner and its Permitted
          Transferees own in the aggregate at least 2% of the outstanding
          Common Stock on a fully diluted basis) if such amendment would
          materially adversely affect the rights and obligations of Dresdner
          and its Permitted Transferees. Notwithstanding the foregoing, no
          amendment to this Agreement that joins any transferee(s) of Shares
          as an "Investor"  and/or an "Institutional Investor"  for all purposes
          hereunder shall be deemed to materially adversely affect the rights
          or obligations of the Management Investors, Berkshire and its
          Permitted Transferees or Dresdner and its Permitted Transferees by
          reason of such joinder. No course of dealing between or among any
          persons having any interest in this Agreement will be deemed
          effective to modify, amend or discharge any part of this Agreement
          or any rights or obligations of any person under or by reason of
          this Agreement."

     Section 6.     Continued Effect of Original Agreement. Except as
                    --------------------------------------
specifically amended herein, all other terms and provisions of the Original
Agreement, as amended by the First Amendment, shall remain unchanged and in
full force and effect.

     Section 7.     Incorporation of Amendment. On and after the date hereof
                    --------------------------
each reference in the Original Agreement to "this Agreement," "hereunder,"
"hereof," "herein" or words of like import shall be a reference to the Original
Agreement as amended by the First Amendment and hereby.

     Section 8.     Effectiveness. This Amendment shall be effective when
                    -------------
executed by the Company, Court Square, Berkshire and the Purchaser.

     Section 9.     Miscellaneous.
                    -------------

                    Section 9.1.    Entire Agreement. The agreement of the
                                    ----------------
Parties, which is comprised of this Amendment, the First Amendment and the
Original Agreement (including the

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exhibits thereto), sets forth the entire agreement and understanding between
the Parties and supersedes any prior agreement or understanding, written or
oral, relating to the subject matter of this Amendment, the First Amendment and
the Original Agreement.

                    Section 9.2.    Governing Law. The validity, performance,
                                    -------------
construction and effect of this Amendment shall be governed by and construed in
accordance with the internal law of Delaware, without giving effect to
principles of conflicts of law.

                    Section 9.3.    Headings. The headings in this Amendment
                                    --------
are for convenience of reference only and shall not constitute a part of this
Amendment, nor shall they affect their meaning, construction or effect.

                    Section 9.4.    Counterparts. This Amendment may be
                                    ------------
executed in two or more counterparts and by the Parties in separate
counterparts, each of which when so executed shall be deemed to be an original,
and all of which taken together shall constitute one and the same instrument.

                            [Signature Pages Follow]

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          IN WITNESS WHEREOF, the Parties have executed this Amendment upon
the day and year first above written.

                                           DELCO REMY INTERNATIONAL, INC.

                                           By: /s/ Thomas J. Snyder
                                              ------------------------------
                                              Name: Thomas J. Snyder
                                              Title: President and Chief
                                                     Executive Officer

                                           COURT SQUARE CAPITAL LIMITED

                                           By: /s/ Joseph Silvestri
                                              ------------------------------
                                              Name: Joseph Silvestri
                                              Title: Vice President

                                           DRI GROUP LLC

                                           By:
                                              ------------------------------
                                              Name:
                                              Title:

                                           BERKSHIRE HATHAWAY INC.

                                           By: /s/ Marc D. Hamburg
                                              ------------------------------
                                              Name: Marc D. Hamburg
                                              Title: Vice President
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          IN WITNESS WHEREOF, the Parties have executed this Amendment upon
the day and year first above written.

                                           MANAGEMENT INVESTORS:

                                           ____________________________________
                                           Thomas J. Snyder
                                           984 North 500 West
                                           Anderson, IN  46011

                                           ____________________________________
                                           J. Timothy Gargaro
                                           3245 Morningview Terrace
                                           Bloomfield Hills, Michigan 48301

                                           ____________________________________
                                           Joseph P. Felicelli
                                           10189 Summerlin Way
                                           Fishers, IN 46038

                                           ____________________________________
                                           Richard L. Stanley
                                           3028 West 53rd Street
                                           Anderson, IN 46011

                                           ____________________________________
                                           Susan E. Goldy
                                           11448 Lake Stonebridge Lane
                                           Fishers, IN 46038

                                           ____________________________________
                                           Roderick English
                                           205 South Creedmore Way
                                           Anderson, IN 46011

                                           ____________________________________
                                           Patrick C. Mobouck
                                           Grez-Doiceau, Belgium
                                           Alee De La Ferme Du Bercuit 5A
                                           B-1390, Hungary
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          IN WITNESS WHEREOF, the Parties have executed this Amendment upon
the day and year first above written.

                                           MANAGEMENT INVESTORS:

                                           ____________________________________
                                           Richard Keister
                                           110 Carolyn Drive
                                           Cross Junction, VA 22625

                                           DAISY FARM LIMITED PARTNERSHIP

                                           By:_________________________________
                                              Name:
                                              Title:

                                           ____________________________________
                                           Sandra M. Stanley
                                           3028 West 53rd Street
                                           Anderson, IN 46011
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          IN WITNESS WHEREOF, the Parties have executed this Amendment upon
the day and year first above written.

                                           CONTINUING INVESTORS:

                                           JAMES R. GERRITY LIVING TRUST DATED
                                           MARCH 6, 1990

                                           By:_________________________________
                                              Name:
                                              Title:

                                           SUSAN GERRITY LIVING TRUST DATED
                                           MARCH 6, 1990

                                           By:_________________________________
                                              Name:
                                              Title:
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          IN WITNESS WHEREOF, the Parties have executed this Amendment upon
the day and year first above written.

                                           PURCHASER:

                                           DRESDNER KLEINWORT CAPITAL
                                           PARTNERS 2001 LP

                                           By:   Dresdner Kleinwort Capital
                                                 2001 LLC
                                           Its:  General Partner
                                           By:   Private Equity Employees II LLC
                                           Its:  Managing Member

                                           By: /s/ Adam Lichtenstein
                                              ------------------------------
                                              Name: Adam Lichtenstein
                                              Its:  Authorized Person