COLUMBUS MCKINNON CORPORATION THRIFT 401(K) PLAN
                  AMENDMENT NO. 7 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 6, as permitted  under  Section  14.1 of the Plan,  as
follows:

1.      Section 3.2, entitled "Matching Contributions,  is amended effective May
1, 2003 by adding new Section 3.2(e) to read as follows:

        "(E) SUSPENSION OF MATCHING CONTRIBUTIONS.  NOTWITHSTANDING  ANYTHING TO
THE  CONTRARY IN THIS SECTION  3.2, NO MATCHING  CONTRIBUTIONS  SHALL BE MADE ON
ACCOUNT OF SALARY REDUCTION  CONTRIBUTIONS THAT ARE MADE WITH RESPECT TO PAYROLL
PERIODS   BEGINNING  ON  OR  AFTER  MAY  1,  2003  AND  BEFORE  APRIL  1,  2004.
NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS SECTION 3.2, BASE PAY EARNED BY
A  PARTICIPANT  ON AND AFTER MAY 1, 2003 AND  BEFORE  APRIL 1, 2004 SHALL NOT BE
TAKEN INTO ACCOUNT IN DETERMINING  THE MAXIMUM AMOUNT OF MATCHING  CONTRIBUTIONS
MADE ON BEHALF OF THE PARTICIPANT DURING ANY PLAN YEAR."


2.      Schedule D, entitled "Special Rules for Divested Employees" , is amended
effective March 31, 2003, by adding new Section SD.2 to read as follows:

SD.2    SALE OF STOCK OF LICO STEEL, INC.

        (A)     TRANSFER  OF  ACCOUNT  BALANCES  TO  NEW  PLAN.  NOTWITHSTANDING
SECTION  8.1  NOR ANY  OTHER  SECTION  OF THE  PLAN,  ALL  ACCOUNT  BALANCES  OF
PARTICIPANTS  ("TRANSFERRED EMPLOYEES") IN THE PLAN WHO CEASE TO BE EMPLOYEES IN
CONNECTION  WITH  THE  SALE OF  LICO  STEEL,  INC.  BY THE  CORPORATION  (OR ITS
AFFILIATE)  TO  LICO,  INC.  OR  ANOTHER  UNRELATED  ENTITY  ("BUYER")  SHALL BE
TRANSFERRED  FROM THE PLAN TO A NEW 401(K) PLAN (THE "NEW PLAN")  ESTABLISHED BY
THE BUYER BY MEANS OF A TRUSTEE-TO-TRUSTEE TRANSFER.

        (B)     TIME OF TRANSFER.  THE TRANSFER OF ACCOUNT BALANCES  PURSUANT TO
THIS SECTION SD.2 SHALL OCCUR ON THE DATE OF THE CLOSING OF THE SALE OF STOCK TO
THE BUYER OR SUCH LATER DATE AS SHALL BE DETERMINED BY THE  CORPORATION  BUT, IN
ALL EVENTS, AS SOON AS PRACTICABLE AFTER THE CLOSING.

        (C)     VESTING. TO THE EXTENT THAT A TRANSFERRED  EMPLOYEE IS NOT FULLY
VESTED IN HIS  ACCOUNT  BALANCE  AT THE TIME OF  TRANSFER  TO THE NEW PLAN,  HIS
VESTING STATUS SHALL BE DETERMINED UNDER THE PROVISIONS OF THE NEW PLAN.

        (D)     FORM  OF  TRANSFERRED  ASSETS.  ANY  PORTION  OF  A  TRANSFERRED
EMPLOYEE'S  ACCOUNT  BALANCE  COMPRISED OF LOAN(S) TO THE  TRANSFERRED  EMPLOYEE
SHALL BE TRANSFERRED TO THE NEW PLAN IN-KIND.  THE REMAINDER OF THE  TRANSFERRED



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                                Columbus McKinnon Corporation Thrift 401(k) Plan
                          Page 2 of Amendment No. 7 of the 1998 Plan Restatement


EMPLOYEE'S  ACCOUNT  BALANCE  SHALL BE  TRANSFERRED  IN CASH  AND/OR  IN-KIND AS
REQUESTED BY THE  ADMINISTRATOR  OF THE NEW PLAN BUT SUBJECT TO ANY RESTRICTIONS
ON TRANSFERS IN-KIND IMPOSED ON THE PLAN WITH RESPECT TO A GIVEN INVESTMENT."


        IN WITNESS WHEREOF,  this instrument of amendment has been executed by a
duly authorized officer of the Corporation this 13th day of April, 2003.



                                         COLUMBUS McKINNON CORPORATION


                                         By:   /S/ ROBERT L. MONTGOMERY
                                               -----------------------------

                                         Title:  EXECUTIVE VICE PRESIDENT
                                                 ---------------------------