EXHIBIT 99
                                                                      ----------

CAUTIONARY STATEMENTS BY THE COMPANY REGARDING FORWARD LOOKING STATEMENTS



   Certain statements in this Annual Report on Form 10-K, including information
set forth under the caption "Management's Discussion and Analysis of Financial
Condition and Results of Operations," constitute "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933, as amended and
Section 21E of the Securities Exchange Act of 1934, as amended (together, the
"Securities Acts"). The Securities Acts provide certain "safe harbor" provisions
for forward-looking statements. The Company desires to take advantage of the
"safe harbor: provisions of the Securities Acts and is including these
cautionary statements ("Cautionary Statements") pursuant to the Provisions of
the Securities Acts with the intention of obtaining the benefits of the "safe
harbor" provisions. In order to comply with the terms of the "safe harbor" in
the Securities Acts, the Company cautions investors that forward-looking
statements included in the Foi in 10-K, or hereafter included in other publicly
available documents filed with the Securities and Exchange Commission, reports
to the Company's stockholders and other publicly available statements issued or
released by the Company involve substantial risks, uncertainties, and other
factors which could cause the Company's actual results, performance (financial
or operating) or achievements to differ materially from the future results,
performance (financial or operating) or achievements expressed or implied by
such forward-looking statements. The Company believes the following important
factors could cause such a material difference to occur:

     1.  The Company's ability to grow through the acquisition and development
         of galvanizing or the acquisition of ancillary businesses.

     2.  The Company's ability to identify suitable acquisition candidates, to
         consummate or complete construction projects, or to profitably operate
         or successfully integrate enterprises into the Company's other
         operations.

     3.  The Company's ability to secure the capital and the related costs of
         such capital necessary to fund its future growth through acquisition
         and development, as well as internal growth.

     4.  The level of competition in the Company's industries and the possible
         entry of new, wellcapitalized competitors into the Company's markets.

     5.  Uncertainties and changes in environmental compliance costs associated
         with past, present and future operations.

     6.  Uncertainties and changes related to federal, state and local
         regulatory policies, including environmental laws related to the
         galvanizing.

     7.  The Company's ability to staff its galvanizing operations appropriately
         with qualified personnel, including in times of shortages of such
         personnel and to maintain a satisfactory relationship with labor
         unions.
<PAGE>

     8.  The pricing and availability of equipment, materials and inventories,
         including zinc "pigs", the major component used in the hot dip
         galvanizing industry.

     9.  Uncertainties and changes in general economic conditions.

     10. Uncertainties and changes in several industries to which the Company's
         business is closely tied, such as highway and transportation,
         communications and energy.

     11. Perfoiinance issues with key suppliers and subcontractors.

     12. Uncertainties related to the retention of key customers in each of the
         Company's galvanizing plants.

The words "believe," "expect," "anticipate," "project," "plan" and similar
expressions identify forward-looking statements. Investors are cautioned not to
place undue reliance on these forward-looking statements, which speak only as of
the date the statement was made.

The foregoing review of significant factors should not be construed as
exhaustive or as an admission regarding the adequacy of disclosures previously
made by the Company.