COLUMBUS MCKINNON CORPORATION THRIFT 401(K) PLAN
                  AMENDMENT NO. 9 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 8, as permitted  under  Section  14.1 of the Plan,  as
follows:

1.      Schedule D, entitled "Special Rules for Divested Employees" , is amended
effective February 1, 2004, by adding new Sections SD.3 to read as follows:

"SD.3   SALE OF POSITECH DIVISION

        (A)     TRANSFER  OF  ACCOUNT  BALANCES  TO  NEW  PLAN.  NOTWITHSTANDING
SECTION  8.1  NOR ANY  OTHER  SECTION  OF THE  PLAN,  ALL  ACCOUNT  BALANCES  OF
PARTICIPANTS  ("POSITECH  TRANSFERRED  EMPLOYEES")  IN THE PLAN WHO  CEASE TO BE
EMPLOYEES  IN  CONNECTION  WITH  THE  SALE BY THE  CORPORATION  OF ITS  POSITECH
DIVISION  TO  AMERICAN  HANDLING  SYSTEMS,  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.3 SHALL OCCUR ON THE DATE OF THE CLOSING OF THE SALE OF ASSETS
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 POSITECH  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  POSITECH
TRANSFERRED  EMPLOYEE'S  ACCOUNT  BALANCE  COMPRISED  OF LOAN(S) TO THE POSITECH
TRANSFERRED EMPLOYEE SHALL BE TRANSFERRED TO THE NEW PLAN IN-KIND. THE REMAINDER
OF THE POSITECH  TRANSFERRED  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."

2.      Schedule D, entitled "Special Rules for Divested Employees" , is amended
effective February 26, 2004, by adding new Sections SD.4 to read as follows:

"SD.1   SALE OF LISTER CHAIN & FORGE DIVISION

        (A)     TRANSFER  OF  ACCOUNT  BALANCES  TO  NEW  PLAN.  NOTWITHSTANDING
SECTION  8.1  NOR ANY  OTHER  SECTION  OF THE  PLAN,  ALL  ACCOUNT  BALANCES  OF
PARTICIPANTS  ("LISTER  TRANSFERRED  EMPLOYEES")  IN THE  PLAN  WHO  CEASE TO BE
EMPLOYEES IN CONNECTION  WITH THE SALE BY THE  CORPORATION OF ITS LISTER CHAIN &
FORGE DIVISION TO AN 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.

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                                Columbus McKinnon Corporation Thrift 401(k) Plan
                          Page 2 of Amendment No. 9 of the 1998 Plan Restatement


        (B)     TIME OF TRANSFER.  THE TRANSFER OF ACCOUNT BALANCES  PURSUANT TO
THIS  SECTION  SD.4 SHALL OCCUR ON THE DATE OF THE CLOSING OF THE SALE OF ASSETS
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 LISTER 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 LISTER TRANSFERRED
EMPLOYEE'S  ACCOUNT  BALANCE  COMPRISED  OF LOAN(S)  TO THE  LISTER  TRANSFERRED
EMPLOYEE  SHALL BE  TRANSFERRED  TO THE NEW PLAN  IN-KIND.  THE REMAINDER OF THE
LISTER  TRANSFERRED  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 16th day of March, 2004.


                                         COLUMBUS McKINNON CORPORATION


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

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