COLUMBUS MCKINNON CORPORATION THRIFT 401(K) PLAN
                  AMENDMENT NO. 12 OF THE 1998 PLAN RESTATEMENT


     Columbus  McKinnon  Corporation  (the  "Corporation")   hereby  amends  the
Columbus McKinnon  Corporation  Thrift 401(K) Plan (the "Plan"),  as amended and
restated in its entirety  effective  January 1, 1998, and as further  amended by
Amendment  Nos.  1through 11, as permitted  under  Section 14.1 of the Plan,  as
follows:

     1. New Section 1.13A, entitled "Electronic Administration System," is added
to the Plan effective January 1, 2006 to read as follows:

"1.13A  ELECTRONIC  ADMINISTRATION  SYSTEM  MEANS  ANY  TELEPHONIC  OR  COMPUTER
OPERATED SYSTEM INCLUDING,  BUT NOT LIMITED TO, A VOICE RESPONSE SYSTEM ACCESSED
BY TELEPHONE AND A WEBSITE  ACCESSED BY INTERNET,  THAT PERMITS A PARTICIPANT TO
COMMUNICATE  INSTRUCTIONS  REGARDING  THE  EXERCISE  OF A  PARTICIPANT  RIGHT OR
ELECTION UNDER THE PLAN TO THE COMMITTEE OR ITS DESIGNEE."

     2. Section 2.4,  entitled  "Notice and  Enrollment",  is amended  effective
January 1, 2006 to read as follows:

"2.4 AUTOMATIC ENROLLMENT OF NEW ELIGIBLE EMPLOYEES.

     (A) DEEMED  ELECTION TO MAKE SALARY  REDUCTION  CONTRIBUTIONS.  AN ELIGIBLE
EMPLOYEE SHALL BE DEEMED TO ELECT TO MAKE SALARY REDUCTION  CONTRIBUTIONS AT THE
RATE OF 2 PERCENT OF BASE PAY WHICH  ELECTION  SHALL BE EFFECTIVE  FOR THE FIRST
PAY  PERIOD  BEGINNING  ON OR AFTER  THE DATE ON WHICH  THE  EMPLOYEE  BECOMES A
PARTICIPANT  UNDER  SECTION  2.1(B)  SUBJECT TO THE FURTHER  PROVISIONS  OF THIS
SECTION  2.4. A DEEMED  ELECTION  UNDER THIS  SECTION 2.4 SHALL REMAIN IN EFFECT
FROM YEAR TO YEAR, UNTIL IT IS SUPERSEDED BY AN AFFIRMATIVE  ELECTION  DESCRIBED
IN SECTION 3.1.

     (B)  NOTICE  REGARDING  AFFIRMATIVE  ELECTIONS.  NO DEEMED  ELECTION  UNDER
SECTION  2.4(A) SHALL BE GIVEN  EFFECT  UNLESS THE EMPLOYEE IS GIVEN A NOTICE IN
WRITING OR BE E-MAIL THAT THE EMPLOYEE MAY AFFIRMATIVELY  ELECT, DURING A PERIOD
OF NOT LESS THAN 10 DAYS  FOLLOWING  THE RECEIPT OF SUCH  NOTICE  (THE  "INITIAL
ELECTION  PERIOD"),  TO MAKE ANY ELECTION PERMITTED UNDER SECTION 3.1, INCLUDING
AN ELECTION TO MAKE NO SALARY REDUCTION  CONTRIBUTIONS.  THE NOTICE SHALL ADVISE
THE EMPLOYEE THAT HE MAY CHANGE HIS ELECTION (WHETHER IT IS A DEEMED ELECTION OR
AN AFFIRMATIVE ELECTION) AT ANY TIME BY MAKING A NEW ELECTION,  AND THAT THE NEW
ELECTION SHALL BE EFFECTIVE AS PROVIDED IN SECTION 3.1(B). THE NOTICE SHALL ALSO
DESCRIBE THE MANNER IN WHICH THE EMPLOYEE MUST MAKE AN AFFIRMATIVE ELECTION.

     (C) EFFECT OF AN AFFIRMATIVE  ELECTION. AN AFFIRMATIVE ELECTION MADE WITHIN
THE INITIAL  ELECTION  PERIOD UNDER  SECTION  2.4(B) SHALL  SUPERSEDE THE DEEMED
ELECTION  UNDER SECTION 2.4(A)  BEGINNING ON THE DATE THE DEEMED  ELECTION WOULD
OTHERWISE HAVE BEEN EFFECTIVE. AN AFFIRMATIVE ELECTION MADE BY AN EMPLOYEE AFTER
THE INITIAL  ELECTION  PERIOD  UNDER  SECTION  2.4(B)  SHALL BE GIVEN  EFFECT AS
PROVIDED IN SECTION 3.1(B)."

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     3. Section  3.1,  entitled  "Salary  Reduction  Contributions",  is amended
effective January 1, 2006 by changing subsections (a) and (b) thereof to read as
follows:

     "(A) ELECTION OF SALARY REDUCTION CONTRIBUTIONS.

          (1) IN GENERAL.  AN ELIGIBLE  EMPLOYEE  MAY ELECT THAT HIS BASE PAY BE
     REDUCED BY A SPECIFIED  FULL  PERCENTAGE OF AT LEAST 1 PERCENT AND NOT MORE
     THAN 30 PERCENT AND TO HAVE SUCH AMOUNT  CONTRIBUTED BY HIS EMPLOYER TO THE
     PLAN ON HIS BEHALF. SUCH ELECTION SHALL BE EFFECTIVE  COMMENCING AS SOON AS
     PRACTICABLE  AFTER THE ELECTION IS MADE AND SHALL  CONTINUE IN EFFECT UNTIL
     CHANGED OR DISCONTINUED.

          (2) DEEMED ELECTION OF NEW ELIGIBLE EMPLOYEE. AN ELIGIBLE EMPLOYEE WHO
     IS  DEEMED TO ELECT A SALARY  REDUCTION  CONTRIBUTION  OF 2  PERCENT  UNDER
     SECTION 2.4 MAY IN LIEU OF SUCH DEEMED ELECTION MAKE AN ELECTION UNDER THIS
     SECTION 3.1 TO MAKE A CONTRIBUTION OF A DIFFERENT PERCENTAGE (BETWEEN 1 AND
     30 PERCENT) OR TO MAKE NO CONTRIBUTION AND SUCH ELECTION SHALL BE EFFECTIVE
     AS OF THE TIME THE DEEMED ELECTION WOULD HAVE BEEN EFFECTIVE.

          (3)  HIGHLY  COMPENSATED  EMPLOYEES.  THE  PERCENTAGE  ELECTED  BY ANY
     ELIGIBLE  EMPLOYEE  WHO IS A HIGHLY  COMPENSATED  EMPLOYEE  IS  SUBJECT  TO
     REDUCTION  BY THE  COMMITTEE  TO THE EXTENT IT DEEMS  ADVISABLE IN ORDER TO
     INSURE COMPLIANCE WITH SECTION 4.2

     (B) CHANGE OR DISCONTINUANCE OF ELECTION.

          (1) IN GENERAL.  A PARTICIPANT MAY DISCONTINUE HIS SALARY REDUCTION OR
     CHANGE HIS RATE OF SALARY  REDUCTION  (WITHIN THE LIMITS OF SECTION 3.1 AND
     SUBJECT TO ARTICLE 4 AND ARTICLE 5) BY MAKING A NEW ELECTION  UNDER SECTION
     3.1(A) AT SUCH TIME AND IN SUCH MANNER AS THE COMMITTEE MAY PRESCRIBE. SUCH
     DISCONTINUANCE  OR  CHANGE  SHALL  BE  EFFECTIVE   COMMENCING  AS  SOON  AS
     PRACTICABLE  AFTER THE NEW ELECTION IS MADE,  AND SHALL  CONTINUE IN EFFECT
     UNTIL CHANGED OR DISCONTINUED BY A SUBSEQUENT ELECTION.

          (2) AUTOMATIC  CONTRIBUTION  INCREASE. A PARTICIPANT MAY ELECT TO HAVE
     HIS RATE OF SALARY REDUCTION CONTRIBUTION  AUTOMATICALLY  INCREASED BY SUCH
     AMOUNTS AND AT SUCH TIMES AS THE PARTICIPANT MAY DETERMINE  (SUBJECT TO ANY
     LIMITS  IMPOSED BY THE COMMITTEE) BY MAKING AN ELECTION BY AT SUCH TIME AND
     IN SUCH  MANNER AS THE  COMMITTEE  MAY  PRESCRIBE.  THE  ELECTION  SHALL BE
     EFFECTIVE  COMMENCING AS SOON AS  PRACTICABLE  AFTER IT IS MADE,  AND SHALL
     CONTINUE IN EFFECT UNTIL CHANGED OR DISCONTINUED BY A SUBSEQUENT ELECTION."

     4. Section 6.4,  entitled "Notice to  Participants,"  is amended  effective
January 1, 2006 to read as follows:

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"6.4 NOTICE TO  PARTICIPANTS.  THE COMMITTEE SHALL NOTIFY EACH  PARTICIPANT (AND
EACH  ALTERNATE  PAYEE  UNDER  A  QDRO  AND  EACH   BENEFICIARY  OF  A  DECEASED
PARTICIPANT) OF THE BALANCE IN SUCH PERSON'S  ACCOUNT AS OF THE LAST DAY OF EACH
PLAN YEAR.  THE  COMMITTEE  MAY IN ITS  DISCRETION  NOTIFY  SUCH  PERSONS OF THE
BALANCES IN THEIR ACCOUNTS AT MORE FREQUENT  INTERVALS AND MAKE SUCH INFORMATION
AVAILABLE TO PARTICIPANTS BY MEANS OF AN ELECTRONIC ADMINISTRATION SYSTEM."

     5. Article 7,  entitled  "Funding and  Investments,"  is amended  effective
January 1, 2006 to read as follows:

                                   "ARTICLE 7

                             FUNDING AND INVESTMENTS

7.1 FUNDING METHOD AND POLICY.

     (A) IN GENERAL. THE FUNDING METHOD AND POLICY OF THE PLAN IS THE PAYMENT OF
ALL  CONTRIBUTIONS  TO THE  TRUSTEE,  WITH THE  CONTRIBUTIONS  TO BE HELD BY THE
TRUSTEE IN ACCORDANCE WITH THE TERMS OF THE TRUST AGREEMENT,  AND THE INVESTMENT
OF CONTRIBUTIONS  AND OTHER AMOUNTS ALLOCATED TO THE ACCOUNT OF EACH PARTICIPANT
IN THE INVESTMENT FUND OR FUNDS DESIGNATED BY THE PARTICIPANT IN ACCORDANCE WITH
THIS ARTICLE 7.

     (B) COMMITTEE TO MAKE INVESTMENT FUNDS AVAILABLE.  THE COMMITTEE SHALL MAKE
AVAILABLE THREE OR MORE INVESTMENT FUNDS FOR THE INVESTMENT OF PLAN ASSETS. EACH
OF THE INVESTMENT  FUNDS SHALL HAVE SUCH INVESTMENT  OBJECTIVES AS THE COMMITTEE
SHALL APPROVE, IT BEING INTENDED THAT EACH PARTICIPANT SHALL BE OFFERED A NUMBER
OF INVESTMENT CHOICES, AT LEAST SOME OF WHICH HAVE MATERIALLY DIFFERENT RISK AND
RETURN CHARACTERISTICS, WHICH WILL PERMIT THE SELECTION BY THE PARTICIPANT OF AN
INVESTMENT  PORTFOLIO  SUITABLE  TO  HIS  INVESTMENT  OBJECTIVES.  EACH  OF  THE
INVESTMENT  FUNDS SHALL CONSIST OF ONE OR MORE INVESTMENT  VEHICLES  SELECTED BY
THE COMMITTEE,  INCLUDING WITHOUT LIMITATION,  POOLED FUNDS AND/OR MUTUAL FUNDS.
ASSETS OF ANY  INVESTMENT  FUND MAY BE  TEMPORARILY  HELD IN CASH OR INVESTED IN
SHORT-TERM FIXED INCOME OBLIGATIONS ISSUED BY GOVERNMENTS,  GOVERNMENT AGENCIES,
OR CORPORATIONS, INCLUDING BANK DEPOSITS.

     (C)  INFORMATION  PROVIDED TO  PARTICIPANTS.  THE  COMMITTEE  SHALL PROVIDE
SUFFICIENTLY  DETAILED  INFORMATION  TO THE  PARTICIPANTS  WITH  RESPECT  TO THE
INVESTMENT FUNDS TO ENABLE PARTICIPANTS TO EXERCISE CONTROL OVER THE PLAN ASSETS
ALLOCATED TO THEIR ACCOUNTS WITHIN THE MEANING OF SECTION 404(C) OF ERISA.

     (D)  VOTING OF  SHARES.  THE  TRUSTEE  SHALL  VOTE ALL  SHARES  HELD IN ALL
INVESTMENT FUNDS, INCLUDING WITHOUT LIMITATION, SHARES OF A MUTUAL FUND.

7.2 CHANGES IN INVESTMENT FUNDS.

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     (A) RIGHT TO CHANGE  INVESTMENT  FUNDS. THE COMMITTEE IS AUTHORIZED TO MAKE
AVAILABLE  SUCH  ADDITIONAL  OR  DIFFERENT  INVESTMENT  FUNDS  AS  IT  MAY  DEEM
APPROPRIATE.  WITHOUT LIMITING THE FOREGOING, THE COMMITTEE IS AUTHORIZED AT ANY
TIME  AND FROM  TIME TO TIME TO ADD  ADDITIONAL  INVESTMENT  FUNDS  HAVING  SUCH
INVESTMENT OBJECTIVES AS IT SHALL DETERMINE,  TO MODIFY THE PROVISIONS GOVERNING
ANY EXISTING  INVESTMENT  FUND, OR TO ELIMINATE ONE OR MORE EXISTING  INVESTMENT
FUNDS.

     (B) PLAN  ASSETS  HELD IN  DISCONTINUED  FUNDS.  IN THE  EVENT AN  EXISTING
INVESTMENT  FUND  IS  ELIMINATED  IN  ACCORDANCE  WITH  THIS  SECTION  7.2 AND A
PARTICIPANT  WITH  PLAN  ASSETS  INVESTED  IN THE  FUND  FAILS  TO  GIVE  TIMELY
INSTRUCTIONS TO THE COMMITTEE TO REINVEST SUCH ASSETS IN A DIFFERENT  INVESTMENT
FUND, THE PARTICIPANT'S ASSETS SHALL BE REINVESTED IN THE CONTINUING  INVESTMENT
FUND THAT CONTAINS  INVESTMENTS MOST SIMILAR TO THOSE THAT WERE  DISCONTINUED OR
IN SUCH  OTHER  DEFAULT  INVESTMENT  FUND AS THE  COMMITTEE  MAY  SELECT  IN ITS
DISCRETION.

7.3 INVESTMENT OF FUTURE CONTRIBUTIONS.

     (A) RIGHT TO ELECT  INVESTMENTS.  AT THE TIME HE BECOMES A PARTICIPANT  AND
FROM TIME TO TIME THEREAFTER,  EACH PARTICIPANT MAY ELECT THE INVESTMENT FUND OR
FUNDS  AND  THE   PORTION   THEREOF  IN  WHICH  HIS  FUTURE   SALARY   REDUCTION
CONTRIBUTIONS,  RELATED MATCHING  CONTRIBUTIONS AND ROLLOVER  CONTRIBUTIONS,  IF
ANY, ARE TO BE INVESTED. INVESTMENT FUNDS SHALL BE ELECTED IN MULTIPLES OF 5% OF
CONTRIBUTIONS,  OR IN SUCH OTHER  PERCENTAGES AS THE COMMITTEE SHALL  AUTHORIZE.
ALL CONTRIBUTIONS SHALL BE INVESTED IN THE SAME PORTIONS, IN THE SAME INVESTMENT
FUND OR FUNDS.

     (B) MANNER OF ELECTING  INVESTMENTS.  INVESTMENT  FUNDS SHALL BE ELECTED BY
THE PARTICIPANT  FILING A WRITTEN  INVESTMENT  SELECTION ON A FORM PRESCRIBED BY
THE COMMITTEE,  BY THE PARTICIPANT ENTERING THE APPROPRIATE  INFORMATION INTO AN
ELECTRONIC  ADMINISTRATION  SYSTEM IN A FORM  PRESCRIBED  BY THE  ADMINISTRATIVE
COMMITTEE,  OR IN SUCH OTHER MANNER AS MAY BE AUTHORIZED  BY THE  ADMINISTRATIVE
COMMITTEE.

     (C) WHEN  ELECTIONS  BECOME  EFFECTIVE.  AN INVESTMENT  ELECTION UNDER THIS
SECTION 7.3 SHALL BECOME  EFFECTIVE AS SOON AS  PRACTICABLE AS DETERMINED BY THE
COMMITTEE.

     (D) EFFECT OF AN ELECTION.  AN INVESTMENT  ELECTION  UNDER THIS SECTION 7.3
SHALL APPLY TO ALL CONTRIBUTIONS  CREDITED TO THE  PARTICIPANT'S  ACCOUNT ON AND
AFTER THE EFFECTIVE DATE OF THE ELECTION AND SHALL REMAIN  EFFECTIVE UNTIL A NEW
ELECTION UNDER THIS SECTION 7.3 BECOMES EFFECTIVE.

     (E)  FAILURE  TO  ELECT  INVESTMENTS.  IF A  PARTICIPANT  FAILS  TO MAKE AN
ELECTION OF INVESTMENT  FUND OR FUNDS UNDER THIS SECTION 7.3, HE SHALL BE DEEMED
TO HAVE ELECTED THAT HIS FUTURE CONTRIBUTIONS BE INVESTED 100% IN THE INVESTMENT
FUND OR FUNDS DESIGNATED FROM TIME TO TIME BY THE COMMITTEE.

<PAGE>

7.4 REINVESTMENT OF EXISTING ACCOUNT BALANCE.

     (A) RIGHT TO REINVEST.  A PARTICIPANT MAY AT ANY TIME ELECT THAT THE ENTIRE
BALANCE OF HIS ACCOUNT BE REINVESTED IN SUCH DIFFERENT INVESTMENT FUND OR FUNDS,
OR IN SUCH  DIFFERENT  PERCENTAGES  PERMITTED  UNDER  SECTION  7.3,  AS HE SHALL
DIRECT.  EACH SUB-ACCOUNT SHALL BE REINVESTED IN THE SAME PORTIONS,  IN THE SAME
INVESTMENT FUND OR FUNDS.  ELECTIONS TO REINVEST  ACCOUNT BALANCES SHALL BE MADE
IN A MANNER  SIMILAR TO ELECTIONS  PERMITTED  UNDER SECTION 7.3 AND SHALL BECOME
EFFECTIVE AS PROVIDED UNDER SECTION 7.3(C).

     (B)  RETROSPECTIVE  EFFECT. A REINVESTMENT  ELECTION UNDER THIS SECTION 7.4
SHALL  APPLY ONLY TO AMOUNTS  CREDITED TO THE  PARTICIPANT'S  ACCOUNTS AS OF THE
APPLICABLE  VALUATION DATE AND SHALL NOT APPLY TO  CONTRIBUTIONS  RECEIVED AFTER
THAT DATE.

     (C) AUTOMATIC  REBALANCING  ELECTION.  A PARTICIPANT  MAY ELECT TO HAVE HIS
INVESTMENT  PORTFOLIO UNDER THE PLAN AUTOMATICALLY  REINVESTED FROM TIME TO TIME
IN  SUCH  INVESTMENT  FUNDS  AND IN  SUCH  PERCENTAGES  AS THE  PARTICIPANT  MAY
DETERMINE.  AN ELECTION  UNDER THIS SECTION  7.4(C) SHALL BE MADE IN SUCH MANNER
AND AT SUCH TIME AS THE  COMMITTEE  SHALL  PRESCRIBE  AND SHALL REMAIN IN EFFECT
UNTIL  SUPERSEDED  BY AN ELECTION  UNDER THIS  SECTION  7.4(C)  THAT  CHANGES OR
CANCELS THE PREVIOUS ELECTION.

     (D) AUTOMATIC REBALANCING NOTIFICATION.  A PARTICIPANT MAY ELECT TO RECEIVE
A NOTICE  FROM THE  COMMITTEE  WHENEVER  THE  PERCENTAGES  OF THE  PARTICIPANT'S
ACCOUNT  INVESTED  IN VARIOUS  INVESTMENT  FUNDS  INCREASE  OR  DECREASE  BEYOND
SPECIFIED  LIMITS.  SUCH NOTICES SHALL BE GIVEN WITH SUCH  FREQUENCY AND IN SUCH
FORM AS THE COMMITTEE MAY  PRESCRIBE  FROM TIME TO TIME. AN ELECTION  UNDER THIS
SECTION  7.4(D)  SHALL BE MADE IN SUCH MANNER AND AT SUCH TIME AS THE  COMMITTEE
SHALL PRESCRIBE AND SHALL REMAIN IN EFFECT UNTIL SUPERSEDED BY AN ELECTION UNDER
THIS SECTION 7.4(D) THAT CHANGES OR CANCELS THE PREVIOUS ELECTION.

7.5 ALLOCATION OF WITHDRAWALS,  LOANS AND  DISTRIBUTIONS.  WHERE A PARTICIPANT'S
CONTRIBUTIONS  ARE INVESTED IN MORE THAN ONE INVESTMENT  FUND, THE AMOUNT OF ANY
WITHDRAWAL,  LOAN, OR DISTRIBUTION SHALL BE CHARGED AGAINST EACH SUCH INVESTMENT
FUND IN  PROPORTION TO THE  PARTICIPANT'S  ACCOUNT  BALANCE IN EACH,  UNLESS THE
COMMITTEE SHALL ESTABLISH  PROCEDURES  PERMITTING  PARTICIPANTS TO DESIGNATE THE
SOURCE OF A LOAN, WITHDRAWAL OR DISTRIBUTION AND THE PARTICIPANT SHALL HAVE MADE
A DESIGNATION.

7.6 MERGED PLAN INVESTMENTS.  THE COMMITTEE MAY DIRECT THE TRUSTEE TO RETAIN ANY
INVESTMENT MADE UNDER A TAX-QUALIFIED PLAN THAT IS MERGED INTO THE PLAN FOR SUCH
LENGTH OF TIME AS THE COMMITTEE MAY DEEM  APPROPRIATE IN ORDER TO FACILITATE THE
MERGER OF SUCH PLAN INTO THE PLAN,  FACILITATE THE  ADMINISTRATION  OF THE PLAN,
AVOID WITHDRAWAL  PENALTIES,  OR TO ACCOMPLISH ANY SIMILAR GOAL. THE INVESTMENTS
OF  MERGED  PLANS  THAT ARE  RETAINED  UNDER THE PLAN MAY  INCLUDE,  BUT ARE NOT
LIMITED TO, GUARANTEED  INVESTMENT CONTRACTS AND INVESTMENTS UNDER GROUP ANNUITY
CONTRACTS ISSUED BY INSURANCE  COMPANIES.  THE EARNINGS AND LOSSES INCURRED WITH
RESPECT TO SUCH INVESTMENTS  SHALL, TO THE EXTENT  PRACTICABLE,  BE ALLOCATED TO

<PAGE>

PARTICIPANTS  WHO WERE  PARTICIPANTS IN THE RELEVANT MERGED PLANS, IN ACCORDANCE
WITH THEIR  RESPECTIVE  ACCOUNT  BALANCES AND  INVESTMENT  SELECTIONS  UNDER THE
MERGED PLANS."

     6. New Section 9.7,  entitled  "Forfeiture of Uncashed Checks," is added to
the Plan effective January 1, 2006 and shall read as follows:

`9.7 FORFEITURE OF UNCASHED CHECKS. IN THE EVENT THAT A DISTRIBUTION  PAYMENT IS
MADE BY THE PLAN TO A PARTICIPANT OR  BENEFICIARY  BY MEANS OF A CHECK,  AND THE
CHECK IS NOT  CASHED  WITHIN  ONE YEAR  FOLLOWING  THE  DATE OF  ISSUE,  AND THE
COMMITTEE DETERMINES THAT THE CHECK IS UNLIKELY TO BE CASHED IN THE FUTURE, THEN
THE  COMMITTEE  MAY STOP  PAYMENT ON THE CHECK,  IN WHICH CASE THE AMOUNT OF THE
CHECK  SHALL BE  FORFEITED  TO THE PLAN AND USED TO PAY PLAN  EXPENSES.  IN SUCH
CASE,  THE  AMOUNT  OF  THE  CHECK,  WITHOUT  INTEREST,  SHALL  BE  PAID  TO THE
PARTICIPANT OR BENEFICIARY  (OR OTHER PERSON  ENTITLED TO THE PAYMENT) IF AT ANY
LATER TIME A CLAIM IS MADE BY THE  PARTICIPANT OR  BENEFICIARY  (OR OTHER PERSON
ENTITLED TO THE PAYMENT). NOTHING IN THIS SECTION 9.7 SHALL DIMINISH THE DUTY OF
THE COMMITTEE TO SEARCH FOR LOST PARTICIPANTS AND BENEFICIARIES AND TO TAKE SUCH
ACTIONS AS MAY BE REASONABLE UNDER THE CIRCUMSTANCES TO ENSURE THAT DISTRIBUTION
CHECKS ARE CASHED."

     7. Section 10.3,  entitled  "Hardship  Withdrawals,"  is amended  effective
January 1, 2005 by changing Section 10.3(d)(2) to read as follows:

          "(2) DEEMED  IMMEDIATE AND HEAVY FINANCIAL NEED. A WITHDRAWAL SHALL BE
     DEEMED TO BE MADE ON ACCOUNT OF AN IMMEDIATE  AND HEAVY  FINANCIAL  NEED OF
     THE PARTICIPANT IF THE WITHDRAWAL IS ON ACCOUNT OF ONE OF THE FOLLOWING:

               (A) EXPENSES FOR (OR NECESSARY TO OBTAIN) MEDICAL CARE THAT WOULD
          BE DEDUCTIBLE UNDER CODE SECTION 213(D) (DETERMINED  WITHOUT REGARD TO
          WHETHER THE EXPENSES EXCEED 7.5% OF ADJUSTED GROSS INCOME);

               (B)  COSTS  DIRECTLY  RELATED  TO  THE  PURCHASE  OF A  PRINCIPAL
          RESIDENCE FOR THE PARTICIPANT (EXCLUDING MORTGAGE PAYMENTS);

               (C) PAYMENT OF TUITION,  RELATED  EDUCATIONAL  FEES, AND ROOM AND
          BOARD  EXPENSES,  FOR UP TO  THE  NEXT  12  MONTHS  OF  POST-SECONDARY
          EDUCATION FOR THE PARTICIPANT,  OR THE PARTICIPANT'S SPOUSE, CHILDREN,
          OR DEPENDENTS  (AS DEFINED IN CODE SECTION 152, AND, FOR TAXABLE YEARS
          BEGINNING ON OR AFTER JANUARY 1, 2005,  WITHOUT REGARD TO CODE SECTION
          152(B)(1), (B)(2) AND (D)(1)(B)); OR

               (D) PAYMENTS NECESSARY TO PREVENT THE EVICTION OF THE PARTICIPANT
          FROM THE  PARTICIPANT'S  PRINCIPAL  RESIDENCE  OR  FORECLOSURE  ON THE
          MORTGAGE ON THAT RESIDENCE;

<PAGE>

               (E) PAYMENT FOR BURIAL OR FUNERAL EXPENSES FOR THE  PARTICIPANT'S
          PARENT, SPOUSE, CHILD OR DEPENDENT; OR

               (F)  PAYMENT  OF  EXPENSES  FOR  THE  REPAIR  OF  DAMAGE  TO  THE
          PARTICIPANT'S PRINCIPAL RESIDENCE PROVIDED SUCH EXPENSES WOULD QUALIFY
          FOR A CASUALTY  DEDUCTION UNDER CODE SECTION 165  (DETERMINED  WITHOUT
          REGARD TO WHETHER THE LOSS EXCEEDS 10% OF THE  PARTICIPANT'S  ADJUSTED
          GROSS INCOME."

     8. Section 10.5, entitled "Loan Documents and Policy," is amended effective
January 1, 2006 to read as follows:

"10.5 LOAN DOCUMENTS AND POLICY.

     (A)  LOAN  DOCUMENTS.  THE  COMMITTEE  SHALL  PREPARE  THE  FOLLOWING  LOAN
DOCUMENTS,  WHICH SHALL BE  EXECUTED BY THE  PARTICIPANT  AND  DELIVERED  TO THE
COMMITTEE PRIOR TO THE DISBURSEMENT OF ANY LOAN PROCEEDS:  [1] A PROMISSORY NOTE
PAYABLE TO THE TRUSTEE AND CONTAINING SUCH TERMS AND CONDITIONS AS THE COMMITTEE
SHALL  DETERMINE;  [2] A SECURITY  AGREEMENT  GRANTING  TO THE TRUSTEE A LIEN ON
ONE-HALF  THE  VALUE  OF  THE  PARTICIPANT'S   ACCOUNT;  AND  [3]  AN  AGREEMENT
AUTHORIZING  THE EMPLOYER TO DEDUCT  INSTALLMENTS OF PRINCIPAL AND INTEREST FROM
HIS WAGES  DURING THE PERIOD THAT THE LOAN REMAINS  OUTSTANDING.  ALTERNATIVELY,
THE COMMITTEE MAY ESTABLISH PROCEDURES WHERE APPLICATIONS FOR LOANS ARE MADE VIA
AN  ELECTRONIC  ADMINISTRATION  SYSTEM AND THE ONLY  DOCUMENTATION  OF THE LOAN,
INCLUDING THE  PARTICIPANT'S  AGREEMENT TO THE TERMS AND CONDITIONS OF THE LOAN,
ARE [1] RESPONSES  GIVEN BY THE  PARTICIPANT  VIA THE ELECTRONIC  ADMINISTRATION
SYSTEM  AND [2] THE  NEGOTIATION  OF A DRAFT  ISSUED TO THE  PARTICIPANT  IN THE
AMOUNT OF THE LOAN PROCEEDS,  AND/OR [3] SUCH  ADDITIONAL  DOCUMENTATION  AS THE
COMMITTEE DEEMS APPROPRIATE.

     (B) WRITTEN LOAN POLICY.  THE  COMMITTEE IS  AUTHORIZED TO IMPOSE TERMS AND
CONDITIONS ON LOANS THAT ARE IN ADDITION TO AND/OR  DIFFERENT FROM THE TERMS AND
CONDITIONS  SET FORTH IN SECTION 10.4,  AND TO CHANGE SUCH TERMS AND  CONDITIONS
FROM TIME TO TIME, AS IT DEEMS  APPROPRIATE.  SUCH ADDITIONAL  AND/OR  DIFFERENT
TERMS  AND  CONDITIONS  SHALL BE SET FORTH IN A WRITTEN  LOAN  POLICY  WHICH MAY
CONSIST IN WHOLE OR PART IN THE LANGUAGE  INCORPORATED IN  ADMINISTRATIVE  FORMS
AND/OR THE PROGRAMMING IN AN ELECTRONIC ADMINISTRATION SYSTEM."

     9. Section 11.3,  entitled  "Authority of Committee," is amended  effective
January 1, 2006 by adding new subsection (e) thereto, to read as follows:

     "(E) PLAN ADMINISTRATION PROCEDURES. BY WAY OF ADDITIONAL EXPLANATION,  AND
WITHOUT  MEANING  TO  IMPLY  ANY  LIMITATION  ON THE  AUTHORITY  GRANTED  TO THE
COMMITTEE  UNDER  SECTION  11.3(A),  THE  COMMITTEE MAY DETERMINE THE METHODS BY
WHICH  COMMITTEE  DECISIONS,   PARTICIPANT   ELECTIONS  AND  OTHER  MATTERS  ARE
COMMUNICATED  UNDER THE PLAN.  TO THE EXTENT  PERMITTED  BY  APPLICABLE  LAW AND

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REGULATIONS,  AND NOTWITHSTANDING  REFERENCES  ELSEWHERE IN THE PLAN DOCUMENT TO
"FORMS" AND  "WRITING,"  SUCH ITEMS MAY BE  COMMUNICATED  BY MEANS OF ELECTRONIC
ADMINISTRATION SYSTEMS IN ADDITION TO OR IN LIEU OF WRITTEN COMMUNICATIONS."


WITNESS  WHEREOF,  this  instrument  of  amendment  has been  executed by a duly
authorized officer of the Corporation this 27th day of December, 2005.

                          COLUMBUS McKINNON CORPORATION


                          By     Timothy R. Harvey
                                 -----------------------------


                          Title: General Counsel and Secretary
                                 -----------------------------