UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-K

   X            ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)  OF THE SECURITIES
------          EXCHANGE ACT OF 1934 (FEE REQUIRED)

For the fiscal year ended March 31, 2001

                                       OR

------          TRANSITION  REPORT  PURSUANT  TO  SECTION  13  or  15(d)  of the
                SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

For the transition period from                      to
                               --------------------    --------------------


Commission file number 0-27618

                          COLUMBUS MCKINNON CORPORATION
--------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

          NEW YORK                                      16-0547600
----------------------------------        --------------------------------------
 (State or other jurisdiction of           (I.R.S. Employer Identification No.)
  incorporation or organization)


140 JOHN JAMES AUDUBON PARKWAY, AMHERST, N.Y.                      14228-1197
----------------------------------------------                  ----------------
   (Address of principal executive offices)                        (Zip code)


 Registrant's telephone number, including area code:   (716) 689-5400

 Securities registered pursuant to Section 12(b) of the Act:

                                                       Name of exchange on
         Title of Class                                  which registered
         --------------                                  ----------------
  Common Stock, $0.01 Par Value                       NASDAQ National Market

 Securities pursuant to section 12(g) of the Act:   NONE

         Indicate by checkmark  whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the  Securities  Exchange  Act of
1934  during  the  preceding  12 months  (or for such  shorter  period  that the
registrant was required to file such reports),  and (2) has been subject to such
filing requirements for the past 90 days. Yes  X  No   .
                                              ---   ---

         Indicate by check mark if disclosure of delinquent  filers  pursuant to
Item 405 of Regulation S-K (ss.229.405 of this chapter) is not contained herein,
and will not be contained,  to the best of registrant's knowledge, in definitive
proxy or information  statements  incorporated  by reference in Part III of this
Form 10-K or any amendment to this Form 10-K [ ].

         The aggregate  market value of the voting stock held by  non-affiliates
of the registrant as of May 31, 2001 was $93,317,505.

         The number of shares of common stock outstanding as of May 31, 2001
was: 14,895,172 shares.

                       DOCUMENTS INCORPORATED BY REFERENCE
                       -----------------------------------

         Portions of the proxy statement for the annual shareholders  meeting to
be held  August 20, 2001 are  incorporated  by  reference  into Part III of this
report.







<PAGE>

                          COLUMBUS McKINNON CORPORATION
                         2001 Annual Report on Form 10-K

                                     PART I
                                     ------

     This annual  report may  include  "forward-looking  statements"  within the
meaning of the Private Securities Litigation Reform Act of 1995. Such statements
involve  known and unknown  risks,  uncertainties  and other  factors that could
cause the actual  results of the Company to differ  materially  from the results
expressed or implied by such statements, including general economic and business
conditions,  conditions  affecting the industries  served by the Company and its
subsidiaries,  conditions  affecting  the  Company's  customers  and  suppliers,
competitor responses to the Company's products and services,  the overall market
acceptance of such products and services,  the integration of  acquisitions  and
other  factors  disclosed  in the  Company's  periodic  reports  filed  with the
Commission.  Consequently such forward looking  statements should be regarded as
the  Company's  current  plans,  estimates  and  beliefs.  The Company  does not
undertake  and  specifically  declines any  obligation  to publicly  release the
results of any revisions to these forward-looking statements that may be made to
reflect any future events or circumstances  after the date of such statements or
to reflect the occurrence of anticipated or unanticipated events.


ITEM 1.   BUSINESS.
-------   ---------

OVERVIEW

     Columbus McKinnon  ("Columbus  McKinnon" or the "Company"),  established in
1875,  is a broad-line  designer,  manufacturer  and  supplier of  sophisticated
material handling products and integrated  material handling  solutions that are
widely distributed to industrial and consumer markets  worldwide.  The Company's
material   handling  products  are  sold,   domestically  and   internationally,
principally  to third party  distributors  through  diverse  channels  and, to a
lesser extent,  directly to  manufacturers  and other  end-users.  The Company's
integrated material handling solutions  businesses  primarily deal directly with
end-users.  For the year ended March 31, 2001,  the Company  generated net sales
and income from  operations of  approximately  $728.0 million and  approximately
$70.2 million, respectively.

     The Company's Products segment includes a wide variety of electric,  lever,
hand and air-powered hoists; hoist trolleys;  industrial crane systems,  such as
bridge,  gantry and jib cranes and light-rail  systems;  alloy, carbon steel and
kiln chain;  closed-die forged  attachments,  such as hooks,  shackles,  logging
tools  and   loadbinders;   industrial   components,   such  as  mechanical  and
electromechanical   actuators,   mechanical   jacks  and  rotary   unions;   and
below-the-hook  lifters.  Through innovative design and manufacturing  expertise
developed  by the Company and through  selective  acquisitions,  the Company has
established  a  leading  market  share in many of its  product  lines.  Columbus
McKinnon  believes it has more overhead  hoists in use in North America than all
of its competitors combined. The Company's products and customer base are highly
diversified;  no single  product  accounted  for more than 1%, and no individual
customer  accounted for more than 5%, of net Products segment sales for the year
ended March 31, 2001. For the year ended March 31, 2001, the Company's  Products
segment  generated net sales and income from operations  before  amortization of
approximately $478.9 million and approximately $72.5 million, respectively.

<PAGE>

     As a result of its fiscal 1998  acquisitions  of Univeyor A/S  ("Univeyor")
and  Automatic  Systems,  Inc ("ASI"),  formerly  LICO,  Inc.,  the Company also
provides project design,  management and  implementation of integrated  material
handling systems that are designed to meet specific applications of end-users to
increase  productivity.  These  businesses  have formed the  foundation  for the
Company's  two  Solutions  segments,  Solutions  -  Industrial  and  Solutions -
Automotive.  The delivered  products of these segments  include various types of
conveyor  systems  as  well  as  operator-controlled  manipulators,   light-rail
systems,  scissor lifts and tire  shredders.  For the year ended March 31, 2001,
the Company's Solutions - Industrial segment generated net sales and income from
operations before  amortization of approximately $68.1 million and approximately
$3.6 million,  respectively,  and the Company's  Solutions - Automotive  segment
generated  net  sales  and  income  from  operations   before   amortization  of
approximately $181.0 million and approximately $10.1 million, respectively.

     The Company has extended its product  lines and  penetrated  new markets in
recent years through several acquisitions.  Over the past six years, the Company
has made fourteen acquisitions which have (i) enhanced the Company's position as
the largest North American manufacturer of overhead hoists,  operator-controlled
manipulators  and alloy  chain,  (ii) enabled the Company to broaden its product
and  service  offerings  and  (iii)  provided  the  Company  with  cross-selling
opportunities into other segments of the material handling and lifting industry.
As a result of internal  growth and  acquisitions,  the  Company's net sales and
income from operations have increased to approximately  $728.0 million and $70.2
million,  respectively,  for the year ended  March 31,  2001 from  approximately
$209.8 million and $25.8  million,  respectively,  in fiscal 1996,  representing
compound annual growth rates of approximately 28.2% and 22.2%, respectively.


BUSINESS STRATEGY

     The  Company's  strategic  objective is to improve its  competitiveness  by
further  enhancing  its  position  as  a  leading  designer,   manufacturer  and
distributor of material handling  products and solutions,  both domestically and
internationally.  The  Company  plans to  achieve  this  objective  through  the
continued  implementation  of its  multi-tiered  strategy,  which  includes  the
following:

     FOCUS ON QUALITY,  PRODUCTIVITY  AND  EFFICIENCY - The Company  continually
focuses on improving its products,  manufacturing  methods and general operating
processes, and has recently enhanced these efforts.

     o   PROCESS AND PRODUCTIVITY IMPROVEMENT  -  Heightened  efforts to improve
         operations and increase productivity include the following:

         -    Implementing lean manufacturing and business process techniques to
              facilitate productivity  improvement,  reduce inventory levels and
              free-up floor space

         -    Reducing  overall business and production cycle times from receipt
              of order to collection of cash

         -    Reducing machine set-up times and inventory levels

         -    Establishing efficient facility layouts


                                       2
<PAGE>

         -    Integrating  all  business   functions  and  facilities  into  one
              seamless  enterprise  resource  planning  system  known  as  CMBIS
              (Columbus McKinnon Business Information System)

         -    Continuing to enhance  CMBIS to increase productivity  and provide
              timely information

         -    Investing  in  capital  equipment  that adds  economic  as well as
              customer service value, including productivity enhancing machinery
              and integrated engineering systems such as 3-D CAD/CAM systems

         -    Establishing  incentives  for  all  associates to  grow  revenues,
              manage operating costs, and use capital wisely

         -    Operating   in  a  team   environment  empowering   associates  to
              contribute to the success of the Company and its customers

     o   PURCHASING COST SAVINGS - The  Columbus McKinnon  Purchasing Council is
         responsible  for  Company-wide  procurement  of most  major  commodity
         groups including steel, motors, bearings and other components. Through
         its Purchasing Council,  the Company is leveraging the combined buying
         power of its  diverse  operations  to source  quality  components  and
         services at reduced prices.

     o   PRODUCT   RATIONALIZATION   -    The   Company   has   recently   begun
         rationalization  of certain  product  lines  that  represented  similar
         offerings across its portfolio of  brands. This activity will continue.

     o   COMPONENT  RATIONALIZATION - The Company  is achieving significant cost
         reductions and increasing  product quality by  value  engineering  high
         volume  components  used in  multiple  products.  By value  engineering
         components  to  achieve   greater   standardization,   the  Company  is
         improving product manufacturability and enhancing ease of assembly.

     o   MANUFACTURING  RATIONALIZATION  - Through  the  creation of "centers of
         excellence", the  Company believes consolidated component manufacturing
         for  multiple   products  at  multiple   assembly  sites   will  create
         additional efficiencies and quality improvements.

     o   FACILITY   RATIONALIZATION   -   The   Company   has   recently   begun
         rationalization   and   consolidation   of  certain   of  its  existing
         facilities, which will result in significant  fixed cost reductions and
         improved  productivity at the remaining facilities.  This activity will
         continue.

     o   ISO  9000   CERTIFICATION  -  Most  of  the  Company's   factories  and
         distribution centers are ISO 9000 certified. All others either meet the
         requirements  for   certification,   or  are  in  process  of  reaching
         compliance.








                                       3
<PAGE>

     NEW PRODUCT  DEVELOPMENT  - The Company  will expand its efforts to develop
and introduce new material handling products and services to anticipate customer
needs and to enhance its ability to serve its markets. Recent examples include:

     o   LodeRail - a self standing or ceiling mounted light-rail crane system

     o   Steerman - heavy  machinery-moving  dollies  and  skates  for  in-plant
         machine positioning

     o   New top-running and underhung end trucks, more cost effective, for the
         crane-builder industry

     o   Bossman Jacks - 50 to 150 ton hydraulic jacks for the mining industry

     o   Access systems - actuator operated security gate openers

     o   Pallet trucks - new hand pallet trucks for warehouse and plant use

     o   A new mini-load crane,  a high speed,  light weight picking  device for
         warehouse applications

     INCREASE  PENETRATION OF  INTERNATIONAL  MARKETS - The Company  maintains a
distributor   network  in  approximately  50  countries  and  has  manufacturing
facilities in Canada, Mexico,  Germany, The United Kingdom,  Denmark, France and
China. The Company intends to increase  international  sales and enhance margins
through the implementation of the following initiatives:

     o   GLOBAL SALES AND MARKETING - The Company's  objective is  to market and
         sell its  products into Latin  America,  Asia and Europe and obtain the
         same leading  market share that it has  achieved in North  America.  To
         execute this strategy,  the Company has established  sales  and service
         offices  in  the  major  market  areas  of each  region.  Efforts  have
         recently  been  enhanced in Brazil  with the  establishment  of a sales
         office there.

     o   MEXICAN  MANUFACTURING  STRATEGY -  The Company plans to increase sales
         and  achieve  margin  improvements  by  manufacturing  and  exporting a
         broader array of  high quality,  low cost products and components  from
         its facility in Mexico to further penetrate  markets in North and South
         America.  The Company's initial  Mexican facility,  located near Mexico
         City,  currently  produces  hand-powered  and electric hoists and chain
         for the U.S. and  Mexican  markets.  In addition,  the Company recently
         established  a sales office and staging facility in Monterrey to supply
         and service industrial cranes in that marketplace.

     o   CHINESE  MANUFACTURING  STRATEGY -  Similar to its Mexican  initiative,
         the Company's  Chinese strategy  involves  capitalizing  on China's low
         cost operating  environment by  manufacturing and exporting products to
         markets  in  Asia,  Europe and North  America.  The  Company  currently
         operates two  factories in China which produce textile  slings,  pallet
         trucks and  ratchet  lever  hoists for  delivery  and sale into Europe,
         under the  Yale brand name. The Company also recently  began  importing
         pallet trucks  for  distribution  into North America under the American
         Lifts  brand name. In addition,  a third  Chinese  factory is currently
         under construction.


                                       4
<PAGE>

     o   WORLDWIDE PARTS  DISTRIBUTION -  The Company is streamlining its global
         supply  chain of parts and  services to end-users  in order to increase
         margins and enhance customer service.

     LEVERAGE STRONG COMPETITIVE POSITION - The Company's  substantial installed
base of products,  premier engineering capabilities and close relationships with
diverse  distribution  channels enable it to increase sales and enhance customer
service by:

     o   Selling new and  acquired products and  services to existing  customers
         and distribution channels

     o   Selling   existing   products   and  services  to  new   customers  and
         distribution channels, including those served by acquired businesses

         -    Expand the operations of the Solutions - Industrial segment, which
              has a strong  foundation  in Europe,  to further  penetrate  North
              America, Latin America and Asia

         -    Diversify the revenue stream of the Solutions - Automotive segment
              and  generate  incremental  sales from other U.S. and foreign auto
              manufacturers,  auto  parts  suppliers  and other  new  industrial
              customers

     o   Standardizing  divisional  pricing  structures  for  simplification and
         administrative ease

     o   Expanding  its strong  service-after-sale  parts,  repair,  and product
         replacement  business by providing  additional  services  such as field
         parts stocking and repair capabilities

     PENETRATE  NEW  DISTRIBUTION  CHANNELS  - The  Company  is  leveraging  its
established  brand  names and  leading  market  position  into new  distribution
channels to generate incremental sales at attractive margins.

     o   THE   INTERNET   AND   E-COMMERCE   -   The   Company's   web  site  at
         WWW.CMWORKS.COM  currently  includes comprehensive catalogs of Columbus
         McKinnon's hoist and  chain products and list prices.  In addition,  CM
         currently sponsors an additional 15  brand-name  specific web sites and
         has begun a pilot  program to sell hand pallet trucks on one of them. A
         team  led  by  executive   management  is   developing   the  Company's
         e-commerce  strategy  and implementation  plan, which is being executed
         by  the  Company's  department  of  dedicated  internet  professionals.
         Pursuant to its strategic plan, the Company will expand its web site to
         include maintenance manuals,  pricing  information,  advertisements and
         customer   service   information.   Ultimately,   the  web   site  will
         facilitate e-commerce for all of the Company's sales divisions.

     o   TELESALES  -  The Company has  launched a telesales  effort  focused on
         smaller industrial  distributors and  users of the Company's industrial
         products.

     CONTINUE TO IMPLEMENT  CRANEMART(TM) STRATEGY - In fiscal 1999, the Company
initiated  its  CraneMart(TM)  strategy to build an  integrated  North  American
network of fully capable  Company-owned  and  independent  crane  builders.  The


                                       5
<PAGE>
acquisitions  of  Abell-Howe  Crane,  Inc.  in August  1998,  the merger with GL
International,  Inc. in March 1999, and the acquisition of Washington  Equipment
Company  in  April  1999  were  the  Company's  first  significant  steps in the
implementation of CraneMart(TM).

     o   CraneMart(TM)  participants  utilize  Columbus  McKinnon's products and
         parts in their own offerings and receive  a full range of services from
         the Company  including best  pricing and products,  parts  distribution
         rights, dedicated technical support and shared resources.

     o   The Company has formed additional strategic alliances by agreement with
         approximately  50  independent  participants,  in major North  American
         industrial markets.

     o   The Company  believes  that  CraneMart(TM)  will enhance the  Company's
         position as a  full-service  supplier of hoists,  cranes and components
         and will enable it to expand its product and service  offerings to meet
         the  increasing  demands  of  its  end-users   including  timely  parts
         availability and service.


SEGMENT INFORMATION

     During fiscal 2001 the Company classified its operations into the following
three business segments:

     PRODUCTS.   The  Company's  Products  segment  designs,   manufactures  and
distributes a broad range of material handling  products for various  industrial
applications  and for consumer use. The Products segment includes a wide variety
of electric,  lever,  hand and air-powered  hoists;  hoist trolleys;  industrial
crane  systems such as bridge,  gantry and jib cranes;  alloy,  carbon steel and
kiln chain;  closed-die forged  attachments,  such as hooks,  shackles,  logging
tools  and   loadbinders;   industrial   components,   such  as  mechanical  and
electromechanical   actuators,   mechanical   jacks  and  rotary   unions;   and
below-the-hook   special   purpose   lifters.   These   products  are  typically
manufactured for stock and are sold through a variety of commercial distributors
and to end-users.  The Company also sells these products to the consumer  market
through a variety of retailers and wholesalers.

     SOLUTIONS -  INDUSTRIAL.  The Company's  Solutions - Industrial  segment is
engaged  primarily in the design,  fabrication  and  installation  of integrated
workstation and  facility-wide  material  handling systems and in the design and
manufacture of operator-controlled manipulators and tire shredders. The products
and services of the Solutions - Industrial  segment are highly  engineered,  are
generally  built to order and are  primarily  sold  directly  to  end-users  for
specific applications.

     SOLUTIONS -  AUTOMOTIVE.  The  Solutions - Automotive  segment is comprised
entirely of the  operations  of ASI,  which was  acquired  in March 1998.  ASI's
primary  activity  is the  conception,  design  and  implementation  of  complex
material  handling  systems,  and its  primary  products  include  overhead  and
inverted  power-and-free  conveyors,  as  well as  state-of-the-art  electrified
monorail systems, belt skid conveyors and skillet systems.

     Financial  information regarding the business segments is presented in Note
17 to the Company's audited consolidated financial statements included elsewhere
herein.

                                       6
<PAGE>

PRODUCTS AND SERVICES

     PRODUCTS SEGMENT

     The  Company's  Products  segment  primarily   designs,   manufactures  and
distributes a broad range of material handling, lifting and positioning products
for various  applications  in industry and for consumer use.  These products are
typically manufactured for stock and are sold through a variety of distributors.
In fiscal 2001,  net sales of the Products  segment  were  approximately  $478.9
million  or   approximately   65.8%  of  the  Company's  net  sales,   of  which
approximately  $364.4  million (76%) were domestic and $114.5 million (24%) were
international.  The  following  table  sets  forth  certain  sales  data for the
products of the Products segment, expressed as a percentage of net sales of this
segment for fiscal 2001:

                  Hoists............................................    52.9%
                  Chain and forged attachments......................    24.7
                  Industrial overhead cranes........................    14.4
                  Industrial components.............................     8.0
                                                                        ----
                                                                        100 %

     HOISTS.  The  Company  manufactures  a variety of  electric  chain  hoists,
electric wire rope hoists, hand-operated hoists, lever tools, air balancers, and
air-powered  hoists. Load capacities for the Company's hoist product lines range
from one-eighth of a ton to 100 tons.  These products are sold under its Budgit,
Chester,  CM,  Coffing,  Shaw-Box,  Yale and other  recognized  trademarks.  The
Company's  hoists  are  sold  for  use  in  a  variety  of  general   industrial
applications, as well as for use in the entertainment,  consumer, rental, health
care and other  emerging  product  markets.  The  Company  also  supplies  hoist
trolleys,  driven manually or by electric motors,  for the industrial,  consumer
and OEM markets.

     The Company also offers a line of custom-designed,  below-the-hook tooling,
clamps, pallet trucks and textile strappings.  Below-the-hook tooling and clamps
are  specialized  lifting  apparatus  used in a variety  of  lifting  activities
performed in conjunction  with hoist and chain  applications.  Pallet trucks are
manual  devices  used for  across-the-floor  material  handling,  frequently  in
warehouse type settings.  Textile  strappings  are  below-the-hook  attachments,
frequently used in conjunction with hoists.

     CHAIN AND FORGED  ATTACHMENTS.  The Company  manufactures  alloy and carbon
steel  chain  for  various   industrial  and  consumer   applications.   Federal
regulations  in the United  States  require  the use of alloy  chain,  which the
Company  first  developed,  for  overhead  lifting  applications  because of its
strength and wear  characteristics.  A line of the Company's alloy chain is sold
under  the  Herc-Alloy  brand  name for use in  overhead  lifting,  pulling  and
restraining applications.  The Company also sells specialized load chain for use
in  hoists,  as  well as  three  grades  and  multiple  sizes  of  carbon  steel
welded-link  chain for various load  securement and other  non-overhead  lifting
applications.  As a result of the  acquisition of Lister Bolt & Chain,  Ltd. and
Lister  Chain & Forge  Inc.  (collectively,  "Lister"),  the  Company  now  also
manufactures  kiln chain sold primarily to the cement  manufacturing  market and
anchor  and  buoy  chain  sold  primarily  to the  United  States  and  Canadian
governments.

                                       7

<PAGE>

     The Company  also  manufactures  a complete  line of alloy and carbon steel
closed-die forged  attachments,  including hooks,  shackles,  hitch pins, master
links and loadbinders.  These forged attachments are used in virtually all types
of chain  and  wire  rope  rigging  applications  in a  variety  of  industries,
including  transportation,  mining,  railroad,  construction,  marine,  logging,
petrochemical and agriculture.

     In  addition,  the Company  manufactures  carbon  steel  forged and stamped
products,  such as loadbinders,  logging tools and other securement devices, for
sale  to  the  industrial,  consumer  and  logging  markets  through  industrial
distributors, hardware distributors, mass merchandiser outlets and OEMs.

     INDUSTRIAL  OVERHEAD  CRANES.  The Company entered the crane  manufacturing
market  through the August  1998  acquisition  of  Abell-Howe,  a  Chicago-based
regional  manufacturer of jib and overhead bridge cranes.  The Company's  merger
with GL,  which  included  the  Gaffey and Larco  brands,  in March 1999 and its
acquisition of Washington  Equipment  Company ("WECO") in April 1999 established
the Company as a significant  participant in the  strategically  important crane
building  and  servicing   markets.   Crane  builders  represent  a  specialized
distribution  channel for electric wire rope hoists and other crane  components.
The Company also recently established a presence in Monterrey, Mexico to provide
that growing geographic market with its crane systems and service.

     INDUSTRIAL  COMPONENTS.  Through  the  Duff-Norton  division  of  its  Yale
Industrial  Products,   Inc.  ("Yale")  subsidiary,   the  Company  designs  and
manufactures  industrial  components  such as mechanical  and  electromechanical
actuators,  mechanical jacks and rotary unions for sale domestically and abroad.
Actuators are linear motion devices used in a variety of  industries,  including
the  paper,  steel and  aerospace  industries.  Mechanical  jacks are heavy duty
lifting  devices  whose uses  include  the repair and  maintenance  of  railroad
equipment,  locomotives and industrial machinery. Rotary unions are devices that
transfer a liquid or gas from a fixed pipe or hose to a rotating drum,  cylinder
or other  device.  These  unions  are  unique in that  they  connect a moving or
rotating  component of a machine to fixed  plumbing  without  major  spillage or
leakage. Rotary unions are used extensively in a variety of industries including
pulp and paper, printing, textile and fabric manufacturing,  rubber and plastic.
The December 1998 acquisition of Gautier, a French rotary union and swivel joint
manufacturer, complemented Duff-Norton's product line while expanding its global
reach.

     SOLUTIONS - INDUSTRIAL SEGMENT

     The  Solutions -  Industrial  segment is engaged  primarily  in the design,
fabrication  and  installation  of  integrated  work  station and  facility-wide
material   handling   systems  and  in  the  manufacture  and   distribution  of
operator-controlled manipulators, scissor lifts and tire shredders. Net sales of
the  Solutions  -  Industrial  segment in fiscal 2001 were  approximately  $68.1
million  or  approximately  9.3% of the  Company's  total  net  sales,  of which
approximately  $39.2 million (58%) were domestic and approximately $28.9 million
(42%) were international.  The following table sets forth certain sales data for
the products and services of the Solutions  segments,  expressed as a percentage
of net sales of these segments for fiscal 2001:




                                       8

<PAGE>

         Integrated material handling conveyor systems..............    51.6%
         Manipulators and light-rail systems........................    21.4
         Scissor lifts..............................................    17.4
         Other......................................................     9.6
                                                                       -----
                                                                        100 %

     INTEGRATED  MATERIAL  HANDLING  CONVEYOR  SYSTEMS.  Conveyors  are the most
important  component  of a  material  handling  system,  reflecting  their  high
functionality for transporting  material throughout  manufacturing and warehouse
facilities.  Univeyor specializes in designing computer-controlled and automated
powered  roller  conveyors  for use in  warehouse  operations  and  distribution
systems.   The  Company's  Handling  Systems  and  Conveyors,   Inc.  subsidiary
specializes in designing,  manufacturing and servicing  overhead  power-and-free
conveyor systems for industrial customers.

     MANIPULATORS AND LIGHT-RAIL SYSTEMS.  The Company manufactures two lines of
sophisticated  operator-controlled  manipulators  under the names  Positech  and
Conco.  These products are  articulated  mechanical  arms with  specialized  end
tooling designed to perform lifting,  rotating,  turning,  tilting, reaching and
positioning tasks in a manufacturing process.  Utilizing various models and size
configurations,  the Company can offer custom-designed hydraulic, pneumatic, and
electric manipulators for a wide variety of applications where the user requires
multi-axial movement in a harsh or repetitive environment.  The Company recently
introduced light-rail systems marketed under its various brand names. Light-rail
systems are portable steel overhead beam  configurations  used at  workstations,
from which hoists are frequently suspended.

     SCISSOR LIFTS. The American Lifts division of Yale  manufactures  hydraulic
scissor  lift  tables and other  engineered  lifting  products.  These  products
enhance  workplace  ergonomics  and  are  sold  primarily  to  customers  in the
manufacturing, construction, general industrial and air cargo industries.

     SOLUTIONS - AUTOMOTIVE SEGMENT

     The Solutions - Automotive  segment,  through ASI, is engaged  primarily in
the conception,  design and  implementation of complex material handling systems
and  the  design,   manufacture  and   distribution  of  overhead  and  inverted
power-and-free  conveyors,  state-of-the-art  electrified monorail systems, belt
skid  conveyors  and skillet  systems.  Net sales of the  Solutions - Automotive
segment in fiscal 2001 were approximately  $181.0 million or approximately 24.9%
of the Company's  total net sales, of which  approximately  $174.0 million (96%)
were domestic and approximately $7.0 million (4%) were international.

     OVERHEAD AND  INVERTED  POWER-AND-FREE  CONVEYOR  SYSTEMS.  ASI's  conveyor
systems are used primarily in automotive and agri-business  equipment plants for
assembly  and paint  operations.  These  conveyor  systems  deliver  products of
various  size and  weight at  moderate  speeds to  multiple  locations  within a
manufacturing or assembly plant, and can be coded to provide  inventory  status,
carrier location and other information.






                                       9

<PAGE>

     ELECTRIFIED  MONORAIL SYSTEMS.  These fast and efficient  material handling
systems can reach 300 feet per minute,  and are  independently  powered with the
ability to move forward and  backward.  Monorail  systems are cleaner,  quieter,
more  ergonomically  correct and require a smaller  foot print than  traditional
power-and-free  systems.  Monorail systems are generally used in automotive body
shop and general assembly plant applications.

     FIXED SKID,  SKILLET AND PALLET CONVEYOR  SYSTEMS.  These systems are floor
mounted  modular  conveyors  providing  high density  storage and delivery  with
horizontal  and  vertical  travel  flexibility.  They  are  often  used in harsh
environments  for  painting  and  delivery  applications  and can be supplied in
light-duty belt-driven or heavy duty chain-driven styles.

     SPECIALIZED  PRODUCTS.  ASI produces a full range of high lift and low lift
forks for automotive body transfers between systems, automatic drop sections and
steel mill coil transfer cars.

     PARTS FOR ALL  PRODUCTS.  ASI offers a complete line of spare parts for all
products to meet the maintenance needs of its customers.


SALES AND MARKETING

     PRODUCTS SEGMENT

     The  Company's  sales and  marketing  efforts in  support  of its  Products
segment consist of the following programs:

     o   FACTORY-DIRECT FIELD SALES AND CUSTOMER SERVICE - The Company sells its
         products  through  its  own  sales  forces  and   through   independent
         manufacturing  agents  worldwide,  including  more  than 140  dedicated
         salespersons  who  sell  hoists,  chain,  forged  attachments,  cranes,
         rotary  unions,  actuators,   jacks,   and  related  material  handling
         accessories.  Sales are further supported  by over 250  Company-trained
         customer service correspondents  and sales application  engineers.  The
         Company compensates its  sales directors, regional sales management and
         field  sales  force  through  a  combination  of   base  salary  and  a
         commission  plan based on top  line sales and a  pre-established  sales
         quota.

     o   PRODUCT ADVERTISING -  The Company promotes its products by advertising
         in leading trade journals as well  as producing and  distributing  high
         quality  information  catalogs.   The  Company  supports  its   product
         distribution by running cooperative  "pull-through" advertising in over
         50  vertical  trade  magazines and  directories  targeting  theatrical,
         international,  consumer and  crane builder  markets.  The Company runs
         separate advertisements for chain, hoists, forged  attachments, scissor
         lift  tables, actuators, hydraulic jacks, hardware programs, cranes and
         light rail systems.

     o   TRADE SHOW PARTICIPATION -  Trade shows are central to the promotion of
         the Company's  products and, in certain cases,  for the  actual sale of
         its  products,   particularly  to  hardware   retailers.   The  Company
         participates  in more than 40  regional,  national  and   international
         trade shows each year.  Shows in which the Company  participates  range
         from  global  events held  in Hanover,  Germany,  Cologne,  Germany and
         Chicago,  Illinois to local  "markets"  and "open houses"  organized by
         individual  hardware  and   industrial  distributors.  The Company also
         attends  specialty  shows for  the  entertainment,  rental  and  safety


                                       10

<PAGE>

         markets,  as well as  general purpose  industrial and consumer hardware
         shows.  In fiscal 2001, the Company  participated in trade shows in the
         US, Canada, France,  Mexico, Germany,  England,  Argentina,  Australia,
         China, Colombia and Spain.

     o   INDUSTRY  ASSOCIATION  MEMBERSHIP AND  PARTICIPATION  - As a recognized
         industry  leader,   the  Company  has   a  long  history  of  work  and
         participation in a variety of industry associations.  Columbus McKinnon
         management is directly  involved at  the officer and director levels of
         numerous  industry   associations   including  the   following:   ASMMA
         (American  Supply  and  Machinery  Manufacturers   Association),   AWRF
         (Associated  Wire  Rope  Fabricators),  PTDA  (Power  Transmission  and
         Distributors   Association),    SCA  (Specialty  Carriers  and  Riggers
         Association),    WSTDA  (Web  Sling  and  Tie  Down  Association),  MHI
         (Material Handling  Institute),  HMI (Hoist  Manufacturers  Institute),
         CMAA (Crane Manufacturers  Association of America), ESTA (Entertainment
         Services and Technology  Association),  NACM  (National  Association of
         Chain    Manufacturers),    AHMA   (American   Hardware   Manufacturers
         Association) and ARA (American Rental Association).

     o   PRODUCT  STANDARDS AND SAFETY TRAINING  CLASSES  - The Company conducts
         on-site training  programs  worldwide for distributors and end-users to
         promote and  reinforce  the  attributes  of the Company's  products and
         their   safe  use  and   operation   in   various   material   handling
         applications.

     o   WEB  SITE  -  The  Company's  web  site  at  WWW.CMWORKS.COM  currently
         includes  electronic  catalogs  of  Columbus  McKinnon  hoist and chain
         products and list  prices.  Potential  customers can browse through the
         Company's  diverse  product offering or search for specific products by
         name    or   classification   code   and   obtain   technical   product
         specifications.  In addition,  CM currently  sponsors an  additional 15
         brand-name  specific  web sites and  has begun a pilot  program to sell
         hand pallet  trucks on  one of them.  In the near  future,  the Company
         plans  to  post  additional  product  catalogs,   maintenance  manuals,
         pricing information,  advertisements, and customer service  information
         on its web sites and ultimately perform e-commerce.

     SOLUTIONS - INDUSTRIAL SEGMENT

     The products and  services of the  Solutions - Industrial  segment are sold
primarily to large corporate end-users,  including Federal Express,  UPS, United
Biscuits,  Lego, Chivas Regal, J.I. Case, John Deere,  DuPont,  3M, GTE, Cummins
Engine, Steelcase,  Boeing, Saturn, General Electric, Waste Management and other
industrial  companies,  system integrators and distributors.  In the sale of its
integrated  material handling conveyor systems,  the Company generally acts as a
prime contractor with turnkey  responsibility,  or as a supplier working closely
with the customer's  general  contractor.  Sales are generated by internal sales
personnel  and  rely  heavily  on  engineer-to-engineer  interactions  with  the
customer.  The  process of  generating  client  contract  awards for  integrated
conveyor  systems  generally  entails  receiving  a  request-for-quotation  from
customers  and  undergoing  a  competitive  bidding  process.  The  Solutions  -
Industrial segment also sells manipulators, light-rail systems and scissor lifts
through  its   internal   sales  force  and  through   specialized   independent
distributors and manufacturers representatives.

                                       11

<PAGE>

     SOLUTIONS - AUTOMOTIVE SEGMENT

     ASI's  sales are largely  concentrated  on the  automotive  OEM market with
General Motors and Ford representing approximately 75% of total net sales. Other
customers include  agricultural  equipment OEMs such as John Deere and J.I. Case
and foundry customers such as Griffin Wheel. ASI's sales and marketing effort is
focused on establishing  and maintaining  relationships  with OEM customers that
often involve  significant  interaction  of key  engineering  and process design
personnel.  North  American  sales and marketing  operations  are conducted from
ASI's three main offices:  Kansas City, MO; Lansing, MI; and Hamilton,  Ontario,
Canada. International sales and marketing operations are headquartered in Kansas
City and primarily focus on pursuing  international business from existing North
American  customers  as they  establish  operations  throughout  the  world.  In
addition,  ASI has  relationships  with a number of key  suppliers in Europe and
Asia to assist in project  sales,  engineering  support  and  manufacturing  and
installation  activity.  ASI also  participates in CEMA, the Conveyor  Equipment
Manufacturing Association.


DISTRIBUTION AND MARKETS

     PRODUCTS SEGMENT

     The  distribution  channels for the Products  segment  include a variety of
commercial distributors, including general distributors, specialty distributors,
service-after-sale  distributors  and  other  distributors  and  end-users.  The
Company  also  sells  to the  consumer  market  through  one-step  and  two-step
wholesalers.  In addition,  the Products segment sells overhead bridge,  jib and
gantry cranes,  as well as certain  forgings and chain  assemblies,  directly to
end-users.

     General Distribution Channels:

     o   INDUSTRIAL  DISTRIBUTORS are  traditional mill supply distributors that
         serve  local or  regional  industrial  markets  and sell a  variety  of
         products for MROP applications through  their own direct sales force.

     o   RIGGING  SHOPS  are  distributors  who  are  experts  in the  rigging,
         lifting,  positioning and load securement areas of  material  handling.
         Most  rigging  shops  assemble  and  distribute  chain,  wire rope  and
         synthetic slings  and distribute  off-the-shelf hoists and attachments,
         chain slings and other off-the-shelf products.

     o   CRANE BUILDERS design,  build,  install and  service overhead crane and
         light-rail  systems for general  industry  and sell  a wide  variety of
         hoists and  lifting  attachments.  The Company sells electric wire rope
         hoists  and  chain  hoists  as well as crane  components,  such as  end
         trucks,   trolleys,   drives  and   electrification  systems  to  crane
         builders.







                                       12

<PAGE>

     Crane End-Users:

     o   CRANE  END-USERS  The Company  sells  overhead  bridge,  jib and gantry
         cranes,  parts and service to end-users  through the wholly owned crane
         builders within the CraneMart(TM)  network.  The Company's wholly owned
         crane   builders   (Abell-Howe,   Gaffey,   Larco  and   WECO)  design,
         manufacture,  install  and  service a  variety  of  cranes  ranging  in
         capacity from one ton to 100 tons.

     Specialty Distribution Channels:

     o   CATALOG HOUSES  market a variety of MROP supplies,  including  material
         handling  products,   either  exclusively  through  large,   nationally
         distributed catalogs, or through a combination  of catalog and internet
         sales and a  field sales  force.  The  customer  base served by catalog
         houses, which traditionally  included smaller industrial  companies and
         consumers, has recently grown to  include large industrial accounts and
         integrated  suppliers.  Typically,  catalog  houses,  particularly W.W.
         Grainger, Inc., are pursuing e-commerce through their websites.

     o   MATERIAL   HANDLING    SPECIALISTS    design   and   assemble   systems
         incorporating hoists,  overhead  rail systems,  trolleys,  lift tables,
         manipulators,  air  balancers,  jib arms  and other  material  handling
         products  to  provide   end-users  with  solutions  to  their  material
         handling problems.

     o   ENTERTAINMENT  EQUIPMENT  DISTRIBUTORS  design,  supply  and  install a
         variety of  material  handling  equipment for concerts,  theaters,  ice
         shows,  sports arenas, convention centers and discos.

     Service-After-Sale Distribution Channel:

     o   SERVICE-AFTER-SALE  DISTRIBUTORS  include over 11 chain repair service
         stations  and  over 450  hoist  parts,  product,  service  and  repair
         stations.  This service network is designed for easy parts and service
         access for the Company's  large  installed  base of hoists and related
         equipment in North America.

     OEM/Government Distribution Channels:

     o   ORIGINAL  EQUIPMENT   MANUFACTURERS   supply  various  component  parts
         directly to other industrial manufacturers as well as private  branding
         and packaging of  traditional  Company products for material  handling,
         lifting, positioning and special purpose applications.

     o   GOVERNMENT  SALES -  products are sold directly by the Company and have
         expanded with  the acquisition of Lister,  which  manufactures  anchor,
         buoy and mooring  chain for the United  States and Canadian  Navies and
         Coast Guards.







                                       13

<PAGE>

     Consumer Distribution:

     o   CONSUMER  SALES,  consisting   primarily  of  carbon  steel  chain  and
         assemblies,  forged  attachments  and  hand  powered  hoists,  are made
         through  five  distribution  channels:   two-step   wholesale  hardware
         distribution (such as Distribution  America and Ace Hardware); one-step
         distribution  (such  as  Fastenal  and  Canadian  Tire);  trucking  and
         transportation  distributors   (such  as  U-Haul  and  Fruehauf);  farm
         hardware distributors (such as John Deere and Tractor  Supply Company);
         and rental outlets (such as Nations Rent and Hertz).

     International Distribution:

     o   The  Company  distributes  virtually  all of  its  products  in over 50
         countries  on  six  continents   through   a  variety  of  distribution
         channels.

SOLUTIONS SEGMENTS

     The products and services of the Solutions  segments are sold  primarily to
OEMs and end-users.  In the sale of its integrated  material  handling  conveyor
systems,  the  Company  generally  acts  as  a  prime  contractor  with  turnkey
responsibility  for  its  systems,  or  a  supplier  working  closely  with  the
customer's general contractor.  Sales are generated by in-house sales personnel,
and generally  developed through  engineer-to-engineer  interactions.  Products,
such as manipulators,  light-rail  systems and scissor lifts are sold by Company
sales employees and specialized independent distributors.


CUSTOMER SERVICE AND TRAINING

     PRODUCTS SEGMENT

     The Company maintains customer service  departments staffed by well-trained
personnel  for  all of its  Products  segment  sales  divisions,  and  regularly
schedules  product  and  service  training  schools  for  all  customer  service
representatives  and field sales  personnel.  In addition,  training schools for
distribution  and  service  station  personnel,  as well as for  end-users,  are
scheduled  on a regular  basis at most of the  Company's  facilities  and in the
field.  The Company has more than 450 service  stations  worldwide  that provide
local and regional  repair,  warranty and general service work for  distributors
and end-users.  End-user trainees  attending various training schools maintained
by the Company  include  representatives  of General  Motors,  DuPont,  3M, GTE,
Cummins Engine,  General Electric and many other large industrial and theatrical
organizations.

     The Company also provides,  in several  languages,  a variety of collateral
material in video,  cassette,  CD-ROM,  slide and print format  addressing  such
relevant  material handling topics as the care, use and inspection of chains and
hoists,  and overhead lifting and positioning  safety. In addition,  the Company
sponsors advisory boards made up of representatives of its primary  distributors
and  service-after-sale  network  members  who are  invited  to  participate  in
discussions  focused on improving products and service.  These boards enable the
Company and its primary  distributors to exchange product and market information
relevant to industry trends.

                                       14

<PAGE>

     SOLUTIONS - INDUSTRIAL SEGMENT

     The  Solutions  -  Industrial  segment  offers a wide range of  value-added
services  to  customers  including:  an  engineering  review  of the  customer's
processes;  an engineering  solution for identified  material handling problems;
project management; and custom design,  manufacturing and installation services.
The Company also offers  after-sales  services  including  operator training and
maintenance.  After-sales  services  are  offered  throughout  the  life  of the
equipment or system installed.  The typical length of after-sales service varies
depending on customer  requirements,  with supplemental training courses offered
as needed.

     SOLUTIONS - AUTOMOTIVE SEGMENT

     The Solutions - Automotive  segment  utilizes its  world-class  engineering
capabilities,  comprehensive  databases and  sophisticated CAD systems to design
specific  solutions for its  customers'  needs.  The Company  prepares  detailed
manuals  discussing  operation,  control systems,  safety,  maintenance and part
specifications for each new installation.  ASI also provides on-site training as
well as after sales services  throughout the life of the system  installed.  The
typical length of after-sales service varies depending on customer requirements,
with supplemental training courses offered as needed.


RECENT ACQUISITIONS

     Since February 1994, the Company has acquired fourteen operations:

     o   In April  1999,  the  Company  acquired  Washington  Equipment  Company
         (WECO),   a  manufacturer   and  servicer  of  overhead   cranes,   for
         approximately $6.4 million.  This acquisition was an additional step by
         the Company in furtherance of its CraneMart(R) strategy.

     o   In March  1999,  the Company  merged with GL in a pooling of  interests
         transaction in which shares of, and options to purchase,  the Company's
         common stock valued at  approximately  $20.6 million were exchanged for
         all outstanding shares and options of GL. GL includes Gaffey and Larco,
         full-service  designers  and builders of  industrial  overhead  bridge,
         gantry and jib cranes and related components.  This acquisition was the
         Company's first major step in the  implementation  of its  CraneMart(R)
         strategy.

     o   In January 1999,  the Company  acquired  Camlok and the Tigrip  product
         line  for  aggregate  consideration  of  approximately  $10.6  million.
         Camlok, located in the United Kingdom, manufactures plate clamps, crane
         weighers  and  related  products.   The  German-based  Tigrip  produces
         standard and specialized plate clamps.  These  acquisitions  positioned
         the Company as a market leader for lifting clamps in Europe.

     o   In December 1998, the Company acquired Gautier,  a French  manufacturer
         of rotary unions and swivel  joints,  for  approximately  $2.9 million.
         Gautier's  product  lines are  complementary  to those of the Company's
         Duff-Norton   division   and  provide  the  Company   with   additional
         cross-selling and cross-branding opportunities.


                                       15

<PAGE>

     o   In  August  1998,   the  Company   acquired   Abell-Howe,   a  regional
         manufacturer  of jib and other overhead cranes for  approximately  $7.0
         million.   This  acquisition   marked  the  Company's  entry  into  the
         complementary  crane  building  product  line,   creating   significant
         cross-selling opportunities for its existing hoist products.

     o   In March 1998, the Company  acquired ASI, a designer,  manufacturer and
         installer of custom conveyors and material  handling systems  primarily
         for  the  automotive   industry,   for  approximately  $155.0  million,
         including  outstanding  borrowings.  This acquisition  strengthened the
         Company's  position as a leader in the project design,  fabrication and
         installation of automated  material  handling  systems and provided the
         Company with an  established  platform for  increasing its sales to the
         automotive and industrial manufacturing markets.

     o   In January 1998, the Company acquired Univeyor, which is engaged in the
         design and  manufacture of automated  material  handling  systems,  for
         approximately $15.0 million plus assumed liabilities.  This transaction
         enabled the Company,  which previously had designed  solutions only for
         individual workstations,  to offer automated material handling systems,
         predominantly using powered roller conveyors, for the entire workplace.

     o   In December 1996, the Company acquired Lister, a manufacturer of cement
         kiln,  anchor and buoy chain and mining bolts, for  approximately  $7.0
         million.  This  transaction  complemented  the Company's  line of chain
         products   and  provided  the  Company  with  access  to  new  markets,
         particularly in the international marketplace.

     o   In October 1996, the Company  acquired the majority of the  outstanding
         common equity of Yale  Industrial  Products,  Inc., a manufacturer of a
         variety of  lifting  and  positioning  products,  including  hoists and
         scissor lifts and industrial  components  such as actuators,  jacks and
         rotary unions,  for approximately  $270.0 million through a cash tender
         offer.  In January  1997,  the Company  acquired the  remaining  common
         equity  of  Yale  and  effected  a  merger.  This  acquisition  further
         complemented  the Company's  product line and also provided the Company
         with  international  operations and distribution  facilities in Europe,
         South Africa and China.

     o   In November 1995, the Company acquired  Lift-Tech  International,  Inc.
         ("Lift-Tech"),  a  manufacturer  and  distributor  of hoists  and crane
         components,   including   wire  rope  and   air-powered   hoists,   for
         approximately  $63.0 million.  Lift-Tech's  products  complemented  the
         Company's existing hoist product lines, thereby enabling the Company to
         offer a broader product line to the marketplace.

     Between  February  1994 and October 1995 the Company also  acquired (i) the
remaining 51% equity interest in Endor, a Mexican  manufacturer  of hoists,  for
approximately  $2.0  million,  (ii)  certain  assets of Cady  Lifters,  Inc.,  a
manufacturer of "below the hook" lifters, for approximately $0.8 million,  (iii)
the assets of the Conco Division of McGill  Industries,  Inc., a manufacturer of
manipulators,   for   approximately   $0.8   million  and  (iv)  the  assets  of
Durbin-Durco, Inc., a manufacturer of load securement equipment and attachments,
for approximately $2.4 million.


                                       16

<PAGE>

COMPETITION

     Despite recent consolidation, the material handling industry remains highly
fragmented.  The  Company  faces  competition  from a wide  range  of  regional,
national and international manufacturers across its product and service areas in
both domestic and international markets. In addition, the Company often competes
with individual operating units of larger, highly diversified companies.

     The principal  competitive factors affecting the market for the products of
the Company's Products segment include performance, functionality, price, brand,
reputation,  reliability, customer service and support and product availability.
Other important factors include  distributor  relationships,  territory coverage
and the ability to service the  distributor  with  on-time  delivery  and repair
services.

     The principal competitive factors affecting the market for the products and
services of the Company's  Solutions  segments  include  application  solutions,
performance  and price.  The process of generating  client  contract  awards for
these  businesses  generally  entails  receiving  a  request-for-quotation  from
end-users and undergoing a competitive bidding process.

     Within its  Products  segment,  the Company  competes in the sale of hoists
with  Mannesman  Dematic,  Kito-Harrington,  Ingersoll-Rand,  KCI Konecranes and
Morris  Material  Handling;  in chain with Campbell,  Peerless Chain Company and
American Chain and Cable Company;  in forged  attachments  with the Crosby Group
and BTC; in crane  building  with  Mannesman  Dematic,  KCI  Konecranes,  Morris
Material  Handling and R. Stahl;  and in  industrial  components  with  Deublin,
Joyce-Dayton and Nook  Industries.  Within its Solutions  segments,  the Company
competes in providing industrial solutions with Rapistan Systems, KCI Konecranes
and Jervis B. Webb; and in providing automotive solutions with Rapistan Systems,
Jervis B. Webb,  Dearborn  Mid-West,  Allied  UniKing,  Fata  Automation SpA and
Daifuku.


EMPLOYEES

     At March 31,  2001,  the Company had 3,942  employees,  3,038 in the United
States, 292 in Canada, 118 in Mexico and 494 in Europe/Asia. Approximately 1,110
of the  Company's  employees  are  represented  under 12 separate US or Canadian
collective  bargaining  agreements which terminate at various times between July
2001 and May 2006.

     During the past five years,  the only  interruptions or curtailments of the
Company's  business  due to labor  disputes  was a five-day  work  stoppage at a
Duff-Norton  plant in  Charlotte,  North  Carolina in fiscal 1997,  prior to its
acquisition by the Company.  The Company believes that its relationship with its
employees is good. In support of this  relationship,  the Company has maintained
an  Employee  Stock  Ownership  Plan  since  1988 and also uses  incentive-based
compensation  programs  that  are  linked  to the  Company's  profitability  and
increase in shareholder value.






                                       17

<PAGE>
BACKLOG

     PRODUCTS SEGMENT

     The Company's backlog of orders at March 31, 2001 was  approximately  $44.3
million compared to approximately $52.5 million at March 31, 2000. The Company's
orders for standard  products are generally  shipped within one week. Orders for
products  that are  manufactured  to  customers'  specifications  are  generally
shipped  within  four to twelve  weeks.  The Company  does not believe  that the
amount of its Products  segment  backlog orders is a reliable  indication of its
future sales.

     SOLUTIONS - INDUSTRIAL SEGMENT

     Revenues  from the Company's  Solutions - Industrial  segment are generally
recognized  within one to six months.  The Company's  backlog of orders at March
31, 2001 was approximately $8.4 million compared to approximately  $11.3 million
at March 31, 2000.

     SOLUTIONS - AUTOMOTIVE SEGMENT

     Revenues from the Company's  contracts for automated  systems are generally
recognized within 12 to 18 months.  The Company's backlog of orders at March 31,
2001 was approximately $110.7 million compared to approximately $85.4 million at
March 31, 2000.


RAW MATERIALS AND COMPONENTS

     The principal raw materials  used by the Company are  structural  steel and
processed  steel  bar,  forging  bar steel,  steel rod and wire,  steel pipe and
tubing and tool steel which are  available  from multiple  sources.  The Company
purchases  most of these raw  materials  from a limited  number of strategic and
preferred  suppliers  under  long-term  agreements  which  are  negotiated  on a
company-wide  basis to take  advantage  of volume  discounts  and to protect the
Company from price  fluctuations.  Although  the steel  industry is cyclical and
steel prices can be volatile, the Company has not been significantly impacted in
recent years by increases in steel prices.

     The Company also  purchases  components  such as motors,  bearings and gear
housings and castings.  These  components  are generally  available from several
suppliers.

     The  Company  estimates  that its total  materials  cost,  including  steel
products and components,  represented  approximately  31% of net sales in fiscal
2001. The Company  generally  seeks to pass on materials  price increases to its
customers,  although a lag period often exists. The Company's ability to pass on
these increases is determined by competitive conditions.


ENVIRONMENTAL AND OTHER GOVERNMENTAL REGULATION

     Like many  manufacturing  companies,  the  Company  is  subject  to various
federal, state and local laws relating to the protection of the environment.  To
address  the  requirements  of such laws,  the  Company  has adopted a corporate
environmental  protection  policy which  provides that all  facilities  owned or
leased by the Company shall,  and all employees of the Company have the duty to,

                                       18
<PAGE>
comply with all applicable  environmental  regulatory standards, and the Company
has initiated an  environmental  auditing  program for its  facilities to ensure
compliance  with such  regulatory  standards.  The Company has also  established
managerial responsibilities and internal communication channels for dealing with
environmental  compliance  issues that may arise in the course of its  business.
Because  of the  complexity  and  changing  nature of  environmental  regulatory
standards, it is possible that situations will arise from time to time requiring
the Company to incur  expenditures in order to ensure  environmental  regulatory
compliance.  However, the Company is not aware of any environmental condition or
any operation at any of its facilities, either individually or in the aggregate,
which would cause expenditures that would result in a material adverse effect on
the Company's results of operations or financial condition and, accordingly, has
not budgeted any material capital expenditures for environmental  compliance for
fiscal 2002.

     On or about February 1, 2000, the Company  received  notification  from the
U.S.  Attorney's Office for the Northern District of Iowa that the U.S. Attorney
intended  to file a  complaint  on behalf  of the  United  States  Environmental
Protection Agency ("EPA") against the Company for alleged  violations of certain
chromium air  emissions  standards  under the National  Emission  Standards  for
Hazardous Air  Pollutants  ("NESHAPS")  pursuant to the federal Clean Air Act in
connection  with the Company's  facility  located in Laurens,  Iowa. On or about
June 21, 2000, the Company agreed informally to a  settlement-in-principle  with
the U.S.  Attorney's  Office and EPA,  under which the  Company  agreed to pay a
civil penalty of $60,000 to resolve any and all  liabilities in connection  with
the matter.  The United States District Court for the Northern  District of Iowa
entered the Consent Decree  settling the litigation on March 14, 2001, and since
then, the Company has paid $60,000 into the U.S. Treasury,  thereby consummating
the  settlement of the matter.  Neither the entry of the Consent  Decree nor the
payment should be construed as an admission of any wrong doing by the Company.

     The  Company  has  completed  the closure of an  underground  storage  tank
("UST")  located  at its  facility  in  Charlotte,  North  Carolina.  No further
expenditures are anticipated in connection with the UST.

     Certain  federal and state laws,  sometimes  referred to as Superfund laws,
require certain  companies to remediate sites that are contaminated by hazardous
substances. These laws apply to sites owned or operated by a company, as well as
certain  off-site areas for which a company may be jointly and severally  liable
with other companies or persons.  The required  remedial  activities are usually
performed in the context of administrative or judicial  enforcement  proceedings
brought by regulatory  authorities.  The Company has been  involved  recently in
three administrative  enforcement proceedings in connection with the remediation
of certain  facilities,  which  neither the Company  nor any  subsidiary  of the
Company  has ever owned or  operated  but with  regard to which the Company or a
subsidiary  of the Company  has been  identified  as one of several  potentially
responsible  parties  ("PRPs").  The Company has cooperated  with the regulatory
authorities  in  connection  with  these  environmental  proceedings.  From  the
perspective  of  the  Company,  with  the  exception  of the  one  environmental
administrative  proceeding  discussed  below,  these matters have been,  and are
expected to continue to be, minor  matters not requiring  substantial  effort or
expenditure on the part of the Company.

     The  Company  has been  identified  by the New  York  State  Department  of
Environmental  Conservation ("NYSDEC"),  along with other companies, as a PRP at
the Frontier  Chemical Site in Pendleton,  New York  ("Pendleton  Site"), a site
listed on NYSDEC's  Registry.  From 1958 to 1977,  the  Pendleton  Site had been

                                       19
<PAGE>

operated as a commercial waste treatment and disposal facility. The Company sent
waste pickling  liquor  generated at its facility in Tonawanda,  New York to the
Pendleton  Site  during  the period  from  approximately  1969 to 1977,  and the
Company is  participating  with other PRPs in conducting the  remediation of the
Pendleton  Site under a consent  order with NYSDEC.  Construction  in connection
with the  remediation  has been  completed  and this project is currently in its
operations and  maintenance  phase.  As a result of a negotiated cost allocation
among the  participating  PRPs,  the  Company has paid its PRO RATA share of the
remediation  construction  costs and accrued its share of the ongoing operations
and maintenance  costs. As of March 31, 2001, the Company has paid approximately
$1.0  million in  remediation  and  ongoing  operations  and  maintenance  costs
associated with the Pendleton Site. The  participating  PRPs have identified and
commenced  a cost  recovery  action  against a number of other  parties who sent
hazardous  substances to the Pendleton  Site. If the currently  nonparticipating
parties  identified by the  participating  PRPs pay their PRO RATA shares of the
remediation costs, then the Company's share of total site remediation costs will
decrease.  Settlements  have been reached with 111 of the 113  defendants in the
cost recovery action, and additional settlements are expected from the remaining
two  defendants  in the future.  The  Company  believes  that the two  remaining
defendants are substantial contributors of waste to the Pendleton Site. However,
the Company has not yet received payment in connection with any settlements with
individual  defendants  in the  lawsuit.  The Company  also has  entered  into a
settlement  agreement  with  one of its  insurance  carriers  in the  amount  of
$734,130 in connection with the Pendleton Site and has received  payment in full
of the settlement amount.

     For all of the  currently  known  environmental  matters,  the  Company has
accrued a total of  approximately  $820,000 as of March 31, 2001,  which, in the
opinion of the  Company's  management,  is sufficient to deal with such matters.
Further, the Company's management believes that the environmental  matters known
to, or anticipated by, the Company should not, individually or in the aggregate,
have a material adverse effect on the Company's cash flow, results of operations
or  financial  condition.  However,  there can be no  assurance  that  potential
liabilities  and  expenditures  associated with unknown  environmental  matters,
unanticipated   events,  or  future  compliance  with   environmental  laws  and
regulations will not have a material adverse effect on the Company.

     The  Company's  operations  are  also  governed  by  many  other  laws  and
regulations,  including  those  relating to workplace  safety and worker health,
principally OSHA and regulations thereunder.  The Company believes that it is in
material  compliance  with these laws and  regulations and does not believe that
future  compliance with such laws and regulations  will have a material  adverse
effect on its cash flow, results of operations or financial condition.














                                       20
<PAGE>


ITEM 2.   PROPERTIES.
-------   -----------

     The Company maintains its corporate  headquarters in Amherst, New York. The
principal  properties  utilized  by the Company  for its  continuous  operations
consist of 79 manufacturing, distribution, sales or service facilities, of which
45 are located in the United States,  7 are located in Canada,  4 are located in
Mexico,  16 are  located in Europe,  3 are  located  in Asia,  2 are  located in
Africa, and 2 are located in Latin/South America. The following table summarizes
the  Company's   headquarters  and  principal   manufacturing  and  distribution
facilities by business segment:

<TABLE>
<CAPTION>

                                                         APPROXIMATE FLOOR SPACE
                                                      (in thousands of square feet)
                                                OWNED            LEASED             TOTAL
                                                -----            ------             -----
<S>                                           <C>                <C>              <C>

Corporate Headquarters                           52,000(1)             -             52,000

Products (62 facilities):
     United States                            1,664,517          610,482          2,274,999
     International                              362,066          239,375            601,441

Solutions - Industrial (10 facilities):

     United States                              322,934           24,500            347,434
     International                               85,500           21,250            106,750

Solutions - Automotive (7 facilities):

     United States                               81,475           69,700            151,175
     International                                    -            1,900              1,900
-----------------------
(1) Approximately  26,000 square feet is sublet to an unaffiliated party through
June 30, 2003.

</TABLE>


     The Company  believes that its properties have been adequately  maintained,
are in generally good  condition and are suitable for the Company's  business as
presently  conducted.  The Company  believes  its  existing  facilities  provide
sufficient  production  capacity for its present  needs and for its  anticipated
needs in the  foreseeable  future.  The  Company  also  believes  that  upon the
expiration of its current leases, it either will be able to secure renewal terms
or enter into leases for alternative locations at market terms.


ITEM 3.   LEGAL PROCEEDINGS.
-------   ------------------

     From  time to time,  the  Company  is named a  defendant  in legal  actions
arising out of the normal course of business.  The Company is not a party to any
pending legal  proceeding  the resolution of which the management of the Company
believes will have a material adverse effect on the Company's cash flow, results
of operations or financial  condition or to any other pending legal  proceedings
other than ordinary,  routine litigation incidental to its business. The Company
maintains  liability insurance against risks arising out of the normal course of
business.


                                       21

<PAGE>

ITEM 4.   SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
-------   ----------------------------------------------------

     Not applicable.




















































                                       22

<PAGE>


                                     PART II
                                     -------

ITEM 5.   MARKET FOR THE COMPANY'S COMMON STOCK AND RELATED SECURITY HOLDER
-------   -----------------------------------------------------------------
          MATTERS.
          --------

     The  Company's  Common  Stock is  listed  on the  National  Association  of
Securities   Dealers  Automated   Quotation  System  -  National  Market  System
("NASDAQ") under the trading symbol "CMCO".  The following table sets forth, for
the fiscal periods indicated,  the high and low closing sale prices per share of
the Company's Common Stock as reported by NASDAQ.

                            FISCAL 2001               FISCAL 2000
                            -----------               -----------
                           HIGH     LOW              HIGH     LOW
                           ----     ---              ----     ---

     1st Quarter          15.063   12.875           25.063   23.750
     2nd Quarter          15.250   13.547           17.625   17.125
     3rd Quarter          13.938    8.750           10.125    9.875
     4th Quarter           9.672    7.500           13.500   12.813


     As of March 31,  2001,  there were 328  holders of record of the  Company's
Common Stock.  Approximately  2,000 additional  shareholders  hold shares of the
Company's Common Stock in "street name".

     The Company  declared total cash dividends of $.28 per share in both fiscal
2001 and 2000.

























                                       23
<PAGE>


ITEM 6.   SELECTED FINANCIAL DATA.
-------   ------------------------

                         SELECTED FINANCIAL INFORMATION

     The following table sets forth selected consolidated  financial information
of the Company for each of the five fiscal  years in the period  ended March 31,
2001. This information  includes (i) the results of operations of Yale since its
acquisition on October 17, 1996,  (ii) the results of operations of Lister since
its  acquisition  on  December  19,  1996,  (iii) the results of  operations  of
Univeyor  since  its  acquisition  on  January  8,  1998,  (iv) the  results  of
operations of ASI since its  acquisition  on March 31, 1998,  (v) the results of
operations of Mechanical  Products  through its  divestiture  on August 7, 1998,
(vi) the results of operations of Abell-Howe since its acquisition on August 21,
1998,  (vii) the  results of  operations  of Gautier  since its  acquisition  on
December 4, 1998,  (viii) the results of  operations  of Camlok and Tigrip since
their  acquisition  on January 29, 1999,  (ix) the results of  operations  of GL
since its formation on April 1, 1997,  including the restatement of Company data
reported  prior to GL's merger  with the  Company on March 1, 1999,  and (x) the
results of  operations  of WECO since its  acquisition  on April 29, 1999.  This
table  should  be read in  conjunction  with the  "Management's  Discussion  and
Analysis of Results of Operations and Financial  Condition" and the Consolidated
Financial  Statements  of the Company,  including  the notes  thereto,  included
elsewhere herein.

<TABLE>
<CAPTION>

                                                                      FISCAL YEARS ENDED MARCH 31,
                                                                      ----------------------------
                                                            2001       2000       1999       1998       1997
                                                            ----       ----       ----       ----       ----
                                                              (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA)
STATEMENT OF INCOME DATA:

<S>                                                       <C>        <C>        <C>        <C>        <C>
Net sales.............................................    $727,972   $736,254   $735,445   $561,823   $359,424
Cost of products sold.................................     551,381    556,145    542,975    401,669    251,987
                                                          ----------------------------------------------------
Gross profit..........................................     176,591    180,109    192,470    160,154    107,437
Selling expenses......................................      50,436     50,450     52,059     46,578     32,550
General and administrative expenses...................      39,253     44,260     39,850     33,361     24,636
Amortization of intangibles...........................      15,983     16,392     15,479     10,297      5,197
Other charges.........................................         750        965        --         --         --
                                                          ----------------------------------------------------
Income from operations................................      70,169     68,042     85,082     69,918     45,054
Interest and debt expense.............................      37,642     34,698     35,923     25,104     11,930
Interest and other income.............................       2,217      1,314      1,565      1,940      1,168
                                                          ----------------------------------------------------
Income before income taxes, minority interest and
extraordinary charge..................................      34,744     34,658     50,724     46,754     34,292
Income tax expense....................................      19,525     17,578     23,288     22,776     15,617
Minority interest.....................................           -          -          -          -       (323)
Extraordinary charge for early debt extinguishment....           -          -          -     (4,520)    (3,198)
                                                          ----------------------------------------------------
Net income............................................    $ 15,219   $ 17,080   $ 27,436   $ 19,458   $ 15,154
                                                          ====================================================
Net income per common share - diluted.................       $1.06      $1.20      $1.92      $1.35      $1.15
Cash dividend per common share........................        0.28       0.28       0.28       0.28       0.27



BALANCE SHEET DATA (AT END OF PERIOD):

Total assets..........................................    $747,013   $759,824   $766,911   $788,862   $548,245
Total long-term debt (including current maturities)...     407,046    413,751    423,612    458,577    286,288
Total liabilities.....................................     539,149    556,371    578,237    617,916    398,089
Total shareholders' equity............................     207,864    203,453    188,674    170,946    150,156


</TABLE>




                                       24

<PAGE>


ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND
-------   -----------------------------------------------------------------
          FINANCIAL CONDITION.
          --------------------


                     MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                  RESULTS OF OPERATIONS AND FINANCIAL CONDITION


FISCAL YEARS ENDED MARCH 31, 2001, 2000, AND 1999

OVERVIEW

     The  Company  is a  broad-line  designer,  manufacturer,  and  supplier  of
sophisticated   material  handling  products  that  are  widely  distributed  to
industrial,  automotive,  and consumer markets  worldwide;  integrated  material
handling solutions for the automotive markets;  and integrated material handling
solutions for industrial  markets.  The Company's material handling products are
sold, domestically and internationally,  principally to third party distributors
through  diverse  distribution  channels,  and to a lesser  extent  directly  to
manufacturers  and  other  end-users.   Distribution  channels  include  general
distributors,   specialty  distributors,  crane  end  users,  service-after-sale
distributors,  original equipment manufacturers ("OEMs"),  government,  consumer
and  international.   The  general  distributors  are  comprised  of  industrial
distributors,  rigging shops and crane builders.  Specialty distributors include
catalog  houses,  material  handling  specialists  and  entertainment  equipment
riggers.  The  service-after-sale  network  includes  repair parts  distribution
centers, chain service centers, and hoist repair centers.  Consumer distribution
channels  include  mass  merchandisers,   hardware  distributors,  trucking  and
transportation distributors,  farm hardware distributors and rental outlets. The
Company's  integrated  material handling solutions  automotive segment primarily
deals  directly with  end-users  and sales are  concentrated,  domestically  and
internationally  (primarily  North  America)  in the  automotive  industry.  The
Company's  integrated material handling solutions  industrial segment also deals
primarily  directly with end-users and sales are concentrated,  domestically and
internationally  (primarily  Europe),  in the consumer products,  manufacturing,
warehousing,  and, to a lesser extent, the steel, construction,  automotive, and
other industrial markets.

     This section should be read in conjunction with the consolidated  financial
statements of the Company included elsewhere herein.


RESULTS OF OPERATIONS

     Sales  in  the  Products,   Solutions-Industrial  and  Solutions-Automotive
segments were as follows,  in thousands of dollars and with  percentage  changes
for each segment:

<TABLE>
<CAPTION>


                                                                         CHANGE                CHANGE
                                FISCAL YEARS ENDED MARCH 31,          2001 VS. 2000         2000 VS. 1999
                               ------------------------------         -------------         -------------
                               2001         2000         1999        AMOUNT       %        AMOUNT       %
                               ----         ----         ----        ------       -        ------       -
                                                     (IN THOUSANDS, EXCEPT PERCENTAGES)
<S>                         <C>          <C>          <C>          <C>          <C>      <C>          <C>
Products..................  $ 478,898    $ 511,287    $ 508,313    $(32,389)    (6.3)    $  2,974      0.6
Solutions-Industrial......     68,055       68,559       65,689        (504)    (0.7)       2,870      4.4
Solutions-Automotive......    181,019      156,408      161,443      24,611     15.7       (5,035)    (3.1)
                            ------------------------------------------------------------------------------
Consolidated net sales....  $ 727,972    $ 736,254    $ 735,445    $ (8,282)    (1.1)    $    809      0.1
                            ==============================================================================

</TABLE>





                                       25


<PAGE>


     Sales fluctuations  during the periods were primarily due to changes in the
general  economy and the  automotive  industry.  Sales in 2001 of $728.0 million
decreased by $8.3 million or 1.1% from 2000, and sales in 2000 of $736.3 million
increased  $0.8 million or 0.1% over 1999.  The 6.3% decrease and 0.6% growth in
the Products  segment in fiscal 2001 and 2000,  respectively  are  primarily the
result of soft US industrial  markets  during the entire  period,  that declined
markedly  during the fourth  quarter of fiscal 2001.  The 0.7% decrease and 4.4%
growth  in  the   Solutions--Industrial   segment  in  fiscal   2001  and  2000,
respectively,  are due to the expansion of European operations offset by soft US
industrial   markets.   The   15.7%   increase   and   3.1%   decline   in   the
Solutions--Automotive segment in fiscal 2001 and 2000, respectively,  are due to
the effects of a major automotive  customer's  project focus shifting from small
cars to trucks and sport utility vehicles in fiscal 2000 that impacted its plant
modification schedule.

     The  following  table  sets forth  certain  income  statement  data for the
Company,  expressed  as a  percentage  of net  sales,  for  each of the  periods
presented:

                                             FISCAL YEARS ENDED MARCH 31,
                                            2001         2000         1999
                                            ----         ----         ----
Products Segment sales..................    65.8%        69.5%        69.1%
Solutions - Industrial Segment sales....     9.3          9.3          8.9
Solutions - Automotive Segment sales....    24.9         21.2         22.0
                                            ----         ----         ----

Net sales...............................   100.0        100.0        100.0
Cost of products sold...................    75.7         75.5         73.8
                                            ----         ----         ----

Gross profit............................    24.3         24.5         26.2
Selling expenses........................     6.9          7.0          7.1
General and administrative expenses.....     5.5          6.1          5.4
Amortization of intangibles.............     2.2          2.2          2.1
                                             ---          ---          ---

Income from operations..................     9.7          9.2         11.6
Interest and debt expense...............     5.2          4.7          4.9
Interest and other income...............     0.3          0.2          0.2
                                             ---          ---          ---

Income before income tax expense........     4.8          4.7          6.9
Income tax expense......................     2.7          2.4          3.2
                                             ---          ---          ---

Net income..............................     2.1%         2.3%         3.7%
                                             ===          ===          ===


     The Company's gross profit margins were  approximately  24.3%,  24.5%,  and
26.2% for 2001,  2000 and 1999,  respectively.  The  decreases  in gross  profit
margin for fiscal  2001 and 2000 are the  result of  varying  effects  among the
Company's  segments.  The gross profit margin in the Products segment  increased
during both fiscal years as a result of the company's  cost control  efforts and
integration  of  acquisitions,  despite soft  industrial  markets and increasing
energy  costs.  There  was also a  reclassification  of  certain  crane  builder
expenses to cost of products  sold from  general  and  administrative  in fiscal
2001.  The  Solutions--Industrial  segment's  gross profit  margin  decreased in
fiscal 2001 as a result of low volumes in soft US industrial markets, increasing
energy costs,  and  difficulties  encountered  at one of the Company's  European
facilities,  while gross profit  margin in fiscal 2000 was stable as a result of
European   expansion   offset  by  softness  in  US  industrial   markets.   The
Solutions--Automotive  segment's gross profit margin increased in fiscal 2001 on
stronger  volume  while a decrease  in gross  profit  margin in fiscal  2000 was
primarily  due  to  cost  overruns  on  three  international  ASI  projects  and
competitive pricing pressure.








                                       26

<PAGE>

     Selling  expenses  were $50.4  million  $50.5  million and $52.1 million in
fiscal 2001, 2000, and 1999,  respectively.  As a percentage of consolidated net
sales, selling expenses were 6.9%, 7.0%, and 7.1% in fiscal 2001, 2000 and 1999,
respectively.  The 2000  improvement  reflects cost control efforts as well as a
change in classification of certain ASI expenses to general and administrative.

     General and administrative  expenses were $40.0 million, $45.2 million, and
$39.9 million in fiscal 2001,  2000 and 1999,  respectively.  As a percentage of
consolidated net sales, general and administrative expenses were 5.5%, 6.1%, and
5.4% in fiscal 2001, 2000 and 1999, respectively.  The 2001 expense reduction is
the result of cost  control  measures  and  reclassification  of  certain  crane
builder  expenses  into  cost of  products  sold,  offset by the  incurrence  of
strategic  alternatives  evaluation expenses. The 2000 expenses were impacted by
the additions of WECO and Abell-Howe,  a change in classification of certain ASI
expenses from selling,  and the  incurrence  of proxy contest  related  expenses
relative to the August 16, 1999 annual shareholders  meeting and annual director
elections.

     Amortization  of intangibles  was $16.0 million,  $16.4 million,  and $15.5
million  in fiscal  2001,  2000 and 1999,  respectively.  Fiscal  2000  includes
goodwill  amortization  for  the  WECO  acquisition  and a full  year  from  the
Abell-Howe and Camlok/Tigrip acquisitions.

     Income from operations  increased $2.1 million,  or 3.1% in fiscal 2001 and
decreased $17.0 million, or 20.0% in fiscal 2000 compared to 1999. This is based
on income from operations of $70.2 million, $68.0 million, and $85.1 million, or
9.6%,  9.2%, and 11.6% of consolidated net sales in fiscal 2001, 2000, and 1999,
respectively.

     Interest  and debt  expense was $37.6  million,  $34.7  million,  and $35.9
million  in  fiscal  2001,  2000 and  1999,  respectively.  As a  percentage  of
consolidated  net sales,  interest and debt expense was 5.2%,  4.7%, and 4.9% in
fiscal 2001, 2000 and 1999, respectively. The fiscal 2001 increase is solely the
result of increased  interest rates.  The fiscal 2000 decrease was primarily due
to the  payment of debt based on strong  operating  cash flow less funds used to
finance acquisitions offset by increased interest rates.

     Interest and other income was $2.2 million,  $1.3 million, and $1.6 million
in fiscal 2001, 2000 and 1999, respectively. The fluctuations reflect changes in
the investment return on marketable  securities held for settlement of a portion
of the Company's general and products liability claims.

     Income  taxes as a  percentage  of income  before  income taxes were 56.2%,
50.7% and 45.9% in fiscal 2001,  2000 and 1999,  respectively.  The  percentages
reflect the effect of non-deductible  goodwill  amortization  resulting from the
business acquisitions, offset by the effects of favorable tax strategies.

     As a result of the above,  net income  decreased $1.9 million,  or 10.9% in
fiscal 2001 and $10.4  million or 37.7% in 2000  compared to net income in 1999.
This is based on net income of $15.2 million, $17.1 million and $27.4 million or
2.1%,  2.3% and 3.7% of  consolidated  net sales in fiscal 2001,  2000 and 1999,
respectively.




                                       27

<PAGE>

RESTRUCTURING COSTS

     In conjunction with the continuation of its strategic  integration process,
the  Company  announced  on June 4, 2001 that it will be  closing a major  hoist
manufacturing  facility in Forrest City, Arkansas.  Cumulative charges including
lease  termination and separation  costs are expected to lead to an $8.8 million
pretax  charge in the first  quarter of fiscal 2002.  Pretax annual cost savings
associated  with the  closure are  expected  to reach $7.25  million per year by
fiscal 2003.


LIQUIDITY AND CAPITAL RESOURCES

     On April 29, 1999,  the Company  acquired all of the  outstanding  stock of
Washington  Equipment  Company (WECO) for $6.4 million in cash,  financed by the
Company's revolving credit facility.

     On March 1, 1999,  GL  International  was merged  with and into the Company
through the issuance of 897,114 shares of newly issued Company stock and options
to purchase 154,848 shares of Company stock for all issued and outstanding stock
and options of GL. The fair market value of the stock and options  exchanged was
approximately $20.6 million.

     On January 29, 1999, the Company  acquired all of the outstanding  stock of
Camlok and the net assets of the Tigrip  product line for $10.6 million in cash,
financed by a German subsidiary revolving credit facility and term note.

     On December 4, 1998, the Company  acquired all of the outstanding  stock of
Gautier  for $3 million in cash,  financed  by the  Company's  revolving  credit
facility.

     During  October  1998,  the  Company's  ESOP borrowed $7.7 million from the
Company and purchased  479,900 shares of Company common stock on the open market
at an average cost of $16 per share.

     On August 21, 1998,  the Company  acquired the net assets of Abell-Howe for
$7 million in cash, financed by the Company's revolving credit facility.

     On August 7, 1998,  the Company sold its Mechanical  Products  division for
$11.5  million,  consisting  of $9.1  million  in cash and a $2.4  million  note
receivable.

     The Revolving Credit Facility as recently amended provides  availability up
to $225 million,  due March 31, 2003, against which $202 million was outstanding
at March  31,  2001.  The  recent  amendment  also  modified  certain  financial
covenants. Interest is payable at varying Eurodollar rates based on LIBOR plus a
spread  determined by the  Company's  leverage  ratio,  amounting to 237.5 basis
points at March 31,  2001.  The  Revolving  Credit  Facility  is  secured by all
equipment, inventory, receivables,  subsidiary stock (limited to 65% for foreign
subsidiaries) and intellectual property.






                                       28

<PAGE>

     The senior  subordinated  8 1/2% Notes issued on March 31, 1998 amounted to
$199.5 million, net of original issue discount of $0.5 million and are due March
31, 2008. Interest is payable semi-annually based on an effective rate of 8.45%,
considering  $1.9  million  of  proceeds  from rate  hedging  in  advance of the
placement.   Provisions  of  the  8  1/2%  Notes  include,  without  limitation,
restrictions  of liens,  indebtedness,  asset  sales,  and  dividends  and other
restricted payments.  Prior to April 1, 2003, the 8 1/2% Notes are redeemable at
the option of the  Company,  in whole or in part,  at the  Make-Whole  Price (as
defined).  On or after April 1, 2003,  they are  redeemable at prices  declining
annually  from  108.5% to 100% on and  after  April 1,  2006.  In the event of a
Change of Control (as defined),  each holder of the 8 1/2% Notes may require the
Company  to  repurchase  all or a portion  of such  holder's  8 1/2%  Notes at a
purchase price equal to 101% of the principal  amount thereof.  The 8 1/2% Notes
are not subject to any sinking fund requirements.

     The  Company  believes  that its cash on hand,  cash flows,  and  borrowing
capacity  under its  revolving  credit  facility  will be sufficient to fund its
ongoing operations, budgeted capital expenditures, and business acquisitions for
the next twelve months.

     Net cash provided by operating activities was $27.7 million in fiscal 2001,
$36.7 million in 2000, and $57.5 million in 1999.  The $9.0 million  decrease in
fiscal 2001  compared to fiscal 2000 is the result of an increase in net working
capital  components  and deferred  income taxes.  The $20.8 million  decrease in
fiscal 2000 compared to 1999 results from  decreased net income of $10.3 million
and  an  increase  in  net  working  capital   components,   primarily  accounts
receivable.  Operating  assets net of  liabilities  used cash of $16.9 in fiscal
2001,  $13.3 million in fiscal 2000, and provided cash of $4.4 million in fiscal
1999.

     Net cash used in  investing  activities  was $7.3  million  in fiscal  2001
compared  to $18.9  million in 2000 and $23.9  million in 1999.  The 2001 amount
includes $5.0 million of proceeds from the sale of a portion of land included in
net assets held for sale. The 2000 amount  includes the  acquisition of WECO for
$6.4  million.  The 1999 amount  includes  the  acquisitions  of  Camlok/Tigrip,
Gautier, and Abell-Howe for $20.0 million,  net of cash acquired;  it is reduced
by $8.8 million of net proceeds from the  Mechanical  Products  divestiture  and
$2.2  million of  proceeds  from the sale of a portion of land  included  in net
assets held for sale.


CAPITAL EXPENDITURES

     In  addition  to  keeping  its  current   equipment  and  plants   properly
maintained, the Company is committed to replacing,  enhancing, and upgrading its
property,  plant, and equipment to reduce production costs, increase flexibility
to respond  effectively to market  fluctuations and changes,  meet environmental
requirements,  enhance safety, and promote  ergonomically correct work stations.
Consolidated  capital  expenditures  for fiscal  2001,  2000 and 1999 were $10.2
million, $8.1 million and $13.0 million,  respectively,  excluding those capital
assets  acquired  in  conjunction  with  business  acquisitions.  The  increased
spending in Fiscal 2001 is the result of the decision to purchase property and a
building of a  previously  leased  facility.  The lower  spending in fiscal 2000
reflects a deferral of certain projects due to soft market conditions.


                                       29

<PAGE>

INFLATION AND OTHER MARKET CONDITIONS

     The Company's costs are affected by inflation in the U.S. economy, and to a
lesser extent, in foreign economies including those of Europe,  Canada,  Mexico,
and the Pacific  Rim.  The Company  does not believe  that  inflation  has had a
material effect on results of operations over the periods  presented  because of
low inflation levels over the periods and because the Company has generally been
able to pass on rising costs through  price  increases.  However,  in the future
there can be no assurance  that the  Company's  business will not be affected by
inflation or that it will be able to pass on cost increases.


SEASONALITY AND QUARTERLY RESULTS

     Quarterly  results  may be  materially  affected  by the  timing  of  large
customer orders, by periods of high vacation and holiday concentrations,  and by
acquisitions and the magnitude of acquisition  costs.  Therefore,  the operating
results for any  particular  fiscal  quarter are not  necessarily  indicative of
results for any subsequent fiscal quarter or for the full fiscal year.


EFFECTS OF NEW ACCOUNTING PRONOUNCEMENTS

     The  Financial  Accounting  Standards  Board  (FASB)  issued  Statement  of
Financial  Accounting  Standards  (SFAS) No.  133,  "Accounting  for  Derivative
Instruments  and Hedging  Activities," in June of 1998. The FASB issued SFAS No.
137 in June of 1999 which  defers the  effective  date of SFAS No. 133 to fiscal
years beginning  after June 15, 2000.  SFAS No. 133  establishes  accounting and
reporting  standards for  derivatives and hedging  activities.  It requires that
entities  recognize  all  derivatives  as either  assets or  liabilities  in the
statement of financial  position and measure  those  instruments  at fair value.
Compliance  with this statement  would not have a material impact on the Company
at the present time.

     During May 2001, the FASB announced that it has completed its deliberations
concerning business combinations and accounting for intangible assets. Two final
statements (one addressing business combinations and one addressing goodwill and
other  intangible  assets) are  expected to be issued in the latter half of July
2001.  The new  statement on business  combinations  will require the use of the
purchase method of accounting for all business combinations initiated after June
30, 2001.  The  statement on goodwill and other  intangible  assets will require
that existing goodwill or newly acquired goodwill and certain  intangible assets
will no longer be  amortized,  but will need to be tested for  impairment.  This
statement will be effective for fiscal years  beginning after December 15, 2001.
Early  adoption is permitted for  companies  with fiscal years  beginning  after
March 15,  2001,  provided  they have not issued their first  quarter  financial
statements.  In all cases the statement  must be adopted at the beginning of the
fiscal year. At the present time,  the Company has not  determined the impact of
adoption,  or its  expected  date of  adoption of the new  statement  addressing
goodwill and other intangible assets.






                                       30

<PAGE>


SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

     This report may include "forward-looking  statements" within the meaning of
the Private  Securities  Litigation Reform Act of 1995. Such statements  involve
known and unknown  risks,  uncertainties  and other factors that could cause the
actual results of the Company to differ materially from the results expressed or
implied by such statements,  including general economic and business conditions,
conditions  affecting the industries served by the Company and its subsidiaries,
conditions affecting the Company's customers and suppliers, competitor responses
to the Company's  products and services,  the overall market  acceptance of such
products  and  services,  the  integration  of  acquisitions  and other  factors
disclosed  in  the  Company's   periodic  reports  filed  with  the  Commission.
Consequently such forward-looking statements should be regarded as the Company's
current  plans,  estimates  and  beliefs.  The Company  does not  undertake  and
specifically  declines  any  obligation  to publicly  release the results of any
revisions to these  forward-looking  statements  that may be made to reflect any
future events or  circumstances  after the date of such statements or to reflect
the occurrence of anticipated or unanticipated events.




































                                       31


<PAGE>

ITEM 7A.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
--------   ----------------------------------------------------------

     Market risk is the  potential  loss arising from adverse  changes in market
rates and  prices,  such as  interest  rates.  The Company is exposed to various
market risks,  including  commodity  prices for raw materials,  foreign currency
exchange  rates,  and  changes in  interest  rates.  The  Company may enter into
financial instrument transactions, which attempt to manage and reduce the impact
of such changes.  The Company does not enter into derivatives or other financial
instruments for trading or speculative purposes.

     The Company's  primary commodity risk is related to changes in the price of
steel. The Company controls this risk through negotiating  purchase contracts on
a  consolidated  basis and by attempting to build changes in raw material  costs
into the selling  prices of its  products.  The  Company  has not  entered  into
financial instrument transactions related to raw material costs.

     Approximately 16% of the Company's sales are from manufacturing  plants and
sales offices in foreign jurisdictions. The Company manufactures its products in
the United States, Canada, Germany,  Denmark, the United Kingdom, Mexico, France
and China and sells its  products and  solutions in over 50 countries  annually.
The Company's results of operations could be affected by such factors as changes
in foreign currency rates or weak economic  conditions in foreign  markets.  The
Company's  operating  results are exposed to fluctuations  between the US dollar
and the Canadian dollar,  European currencies,  the Mexican peso and the Chinese
renminbi.  For  example,  when the US dollar  strengthens  against the  Canadian
dollar,  the value of sales  and net  income  denominated  in  Canadian  dollars
decreases  when  translated  into US  dollars  for  inclusion  in the  Company's
consolidated   results.   The  Company  also  is  exposed  to  foreign  currency
fluctuations  in relation to purchases  denominated in foreign  currencies.  The
Company's  foreign  currency  risk is  mitigated  since the  majority of foreign
operations'  sales and the related expense  transactions  are denominated in the
same  currency.  In  addition,  the  majority  of export sale  transactions  are
denominated in US dollars.  Accordingly,  the Company currently has not invested
in derivative  instruments such as foreign  exchange  contracts to hedge foreign
currency transactions.

     The Company  controls  risk  related to changes in interest  rates  through
structuring  its debt  instruments  with a  combination  of fixed  and  variable
interest  rates  and  by   periodically   entering  into  financial   instrument
transactions.  At March 31, 2001,  the Company does not have any such  financial
instruments  in place.  At March 31, 2001,  approximately  50% of the  Company's
outstanding  debt has fixed  interest  rates.  At that  date,  the  Company  has
approximately  $205.5  million  of  variable  rate  non-current  debt  and  a 1%
fluctuation in interest rates would change future interest  expense on that debt
by approximately $2.1 million.











                                       32
<PAGE>


ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
-------   --------------------------------------------

            INDEX TO CONSOLIDATED FINANCIAL STATEMENTS

COLUMBUS MCKINNON CORPORATION

Audited Consolidated Financial Statements as of March 31, 2001:
     Report of Independent Auditors................................    F-2
     Consolidated Balance Sheets...................................    F-3
     Consolidated Statements of Income.............................    F-4
     Consolidated Statements of Shareholders' Equity...............    F-5
     Consolidated Statements of Cash Flows.........................    F-6
     Notes to Consolidated Financial Statements....................    F-7










































                                     F-1
<PAGE>


                         REPORT OF INDEPENDENT AUDITORS

Board of Directors
Columbus McKinnon Corporation

We have  audited  the  accompanying  consolidated  balance  sheets  of  Columbus
McKinnon Corporation as of March 31, 2001 and 2000, and the related consolidated
statements of income, shareholders' equity, and cash flows for each of the three
years in the period ended March 31, 2001.  Our audits also include the financial
statement schedule listed in the Index at Item 14(a). These financial statements
and  schedule  are  the   responsibility  of  the  Company's   management.   Our
responsibility  is to  express  an opinion  on these  financial  statements  and
schedule based on our audits.

We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable  assurance about whether the financial  statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting  the amounts and  disclosures in the financial  statements.  An audit
also includes assessing the accounting principles used and significant estimates
made by  management,  as well as  evaluating  the  overall  financial  statement
presentation.  We believe  that our audits  provide a  reasonable  basis for our
opinion.

In our opinion,  based on our audits, the financial statements referred to above
present fairly, in all material respects, the consolidated financial position of
Columbus  McKinnon  Corporation at March 31, 2001 and 2000, and the consolidated
results of its  operations and its cash flows for each of the three years in the
period ended March 31, 2001, in conformity with accounting  principles generally
accepted in the United  States.  Also,  in our  opinion,  the related  financial
statement  schedule,   when  considered  in  relation  to  the  basic  financial
statements  taken as a whole,  presents  fairly  in all  material  respects  the
information set forth therein.

                                              /S/ ERNST & YOUNG LLP

Buffalo, New York
June 26, 2001


















                                      F-2
<PAGE>

                          COLUMBUS MCKINNON CORPORATION

                           CONSOLIDATED BALANCE SHEETS

<TABLE>
<CAPTION>

                                                                                MARCH 31,

                                                                            2001          2000
                                                                         -----------------------
                                                                              (IN THOUSANDS)
                                        ASSETS
Current assets:
<S>                                                                      <C>           <C>
     Cash and cash equivalents.......................................    $  14,015     $   7,582
     Trade accounts receivable, less allowance for doubtful
       accounts ($2,429 and $2,236, respectively)....................      140,234       143,401
     Unbilled revenues...............................................       26,813        24,447
     Inventories.....................................................      113,218       108,291
     Net assets held for sale........................................        4,270         9,272
     Prepaid expenses................................................        5,655         6,181
                                                                         -----------------------
Total current assets.................................................      304,205       299,174
Net property, plant, and equipment...................................       85,272        87,297
Goodwill and other intangibles, net..................................      322,196       339,603
Marketable securities................................................       22,326        23,193
Deferred taxes on income.............................................        5,696         4,237
Other assets.........................................................        7,318         6,320
                                                                         -----------------------
Total assets.........................................................    $ 747,013     $ 759,824
                                                                         =======================

                         LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
     Notes payable to banks..........................................    $   3,012     $   2,677
     Trade accounts payable..........................................       44,936        49,621
     Excess billings.................................................        1,623         4,288
     Accrued liabilities.............................................       48,465        51,246
     Current portion of long-term debt...............................        3,092         3,493
                                                                         -----------------------
Total current liabilities............................................      101,128       111,325
Senior debt, less current portion....................................      204,326       210,684
Subordinated debt....................................................      199,628       199,574
Other non-current liabilities........................................       34,067        34,788
                                                                         -----------------------
Total liabilities....................................................      539,149       556,371
Shareholders' equity:
     Class A voting common stock; 50,000,000 shares authorized;
       14,895,172 and 14,877,405 shares issued.......................          149           149
     Additional paid-in capital......................................      105,418       106,884
     Retained earnings...............................................      124,806       113,582
     ESOP debt guarantee; 504,794 and 606,559 shares.................       (7,527)       (8,703)
     Unearned restricted stock; 82,670 and 103,120 shares............         (955)       (2,843)
     Accumulated other comprehensive loss............................      (14,027)       (5,616)
                                                                         -----------------------
Total shareholders' equity...........................................      207,864       203,453
                                                                         -----------------------
Total liabilities and shareholders' equity...........................    $ 747,013     $ 759,824
                                                                         =======================

                             See accompanying notes.

</TABLE>

                                      F-3

<PAGE>


                          COLUMBUS MCKINNON CORPORATION

                        CONSOLIDATED STATEMENTS OF INCOME

<TABLE>
<CAPTION>

                                                               YEAR ENDED MARCH 31,
                                                      2001             2000             1999
                                                   -------------------------------------------
                                                                  (IN THOUSANDS,
                                                              EXCEPT PER SHARE DATA)

<S>                                                <C>              <C>              <C>
Net sales......................................    $ 727,972        $ 736,254        $ 735,445
Cost of products sold..........................      551,381          556,145          542,975
                                                   -------------------------------------------
Gross profit...................................      176,591          180,109          192,470
Selling expenses...............................       50,436           50,450           52,059
General and administrative expenses............       40,003           45,225           39,850
Amortization of intangibles....................       15,983           16,392           15,479
                                                   -------------------------------------------
                                                     106,422          112,067          107,388
                                                   -------------------------------------------
Income from operations.........................       70,169           68,042           85,082
Interest and debt expense......................       37,642           34,698           35,923
Interest and other income......................        2,217            1,314            1,565
                                                   -------------------------------------------
Income before income tax expense...............       34,744           34,658           50,724
Income tax expense.............................       19,525           17,578           23,288
                                                   -------------------------------------------
Net income.....................................    $  15,219        $  17,080        $  27,436
                                                   ===========================================


     Earnings per share - basic................       $ 1.06           $ 1.21           $ 1.94
                                                      ========================================

     Earnings per share - diluted..............       $ 1.06           $ 1.20           $ 1.92
                                                      ========================================

</TABLE>


                             See accompanying notes.










                                      F-4

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

                 CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY

                 (IN THOUSANDS, EXCEPT SHARE AND PER SHARE DATA)

<TABLE>
<CAPTION>
                                      COMMON       ADDI-                                           ACCUMULATED
                                      STOCK       TIONAL                     ESOP      UNEARNED       OTHER          TOTAL
                                      ($.01       PAID-IN     RETAINED       DEBT     RESTRICTED  COMPREHENSIVE   SHAREHOLDERS'
                                    PAR VALUE)    CAPITAL     EARNINGS     GUARANTEE     STOCK     INCOME (LOSS)     EQUITY
                                    -------------------------------------------------------------------------------------------
<S>                                 <C>         <C>           <C>          <C>            <C>          <C>            <C>
Balance at March 31, 1998.......... $     146   $ 100,425     $ 76,744     $  (3,203)  $    (538)      $ (2,628)      $ 170,946
Comprehensive income:
Net income 1999....................         -           -       27,436             -           -              -          27,436
Change in foreign currency
  translation adjustment...........         -           -            -             -           -         (1,399)         (1,399)
Net unrealized gain on investments.         -           -            -             -           -            714             714
Change in minimum pension
  liability adjustment.............         -           -            -             -           -            (53)            (53)
                                                                                                                      ---------
Total comprehensive income.........         -           -            -             -           -              -          26,698
Earned 96,610 ESOP shares..........         -       1,108            -         1,020           -              -           2,128
Repurchase of 479,900 common shares
  by ESOP..........................         -           -            -        (7,682)          -              -          (7,682)
Restricted common stock granted,
  19,500 shares net of 1,275
  shares canceled..................         -         780            -             -        (759)             -              21
Earned portion of restricted stock.         -           -            -             -         288              -             288
Common dividends declared
  $0.28 per share..................         -           -       (3,725)            -           -              -          (3,725)
                                    -------------------------------------------------------------------------------------------
Balance at March 31, 1999.......... $     146   $ 102,313    $ 100,455     $  (9,865)  $  (1,009)     $  (3,366)      $ 188,674
Comprehensive income:
Net income 2000....................         -           -       17,080             -           -              -          17,080
Change in foreign currency
  translation adjustment...........         -           -            -             -           -         (3,129)         (3,129)
Net unrealized gain on investments.         -           -            -             -           -            520             520
Change in minimum pension
  liability adjustment.............         -           -            -             -           -            359             359
                                                                                                                      ---------
Total comprehensive income........          -           -            -             -           -              -          14,830
Earned 101,822 ESOP shares.........         -         590            -         1,162           -              -           1,752
Restricted common stock granted,
  60,700 shares....................         1       2,871            -             -      (2,872)             -               -
Earned portion of restricted stock.         -           -            -             -       1,038              -           1,038
Stock options exercised, 153,008
  shares...........................         2       1,110            -             -           -              -           1,112
Common dividends declared
  $0.28 per share..................         -           -       (3,953)            -           -              -          (3,953)
                                    -------------------------------------------------------------------------------------------
Balance at March 31, 2000.......... $     149   $ 106,884    $ 113,582     $  (8,703)   $ (2,843)      $ (5,616)      $ 203,453
Comprehensive income:
Net income 2001....................         -           -       15,219             -           -              -          15,219
Change in foreign currency
  translation adjustment...........         -           -            -             -           -         (5,039)         (5,039)
Net unrealized loss on investments.         -           -            -             -           -         (2,931)         (2,931)
Change in minimum pension
  liability adjustment.............         -           -            -             -           -           (441)           (441)
                                                                                                                      ---------
Total comprehensive income.........         -           -            -             -           -              -           6,808
Earned 101,765 ESOP shares.........         -         (56)           -         1,176           -              -           1,120
Earned portion and adjustment of
  restricted shares................         -      (1,501)           -             -       1,888              -             387
Stock options exercised, 19,340
  shares...........................         -          91            -             -           -              -              91
Common dividends declared
  $0.28 per share..................         -           -       (3,995)            -           -              -          (3,995)
                                    -------------------------------------------------------------------------------------------
Balance at March 31, 2001.......... $     149   $ 105,418    $ 124,806     $  (7,527)   $   (955)     $ (14,027)      $ 207,864
                                    ===========================================================================================
</TABLE>

                             See accompanying notes.

                                      F-5
<PAGE>

                          COLUMBUS MCKINNON CORPORATION

                      CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
                                                                              YEAR ENDED MARCH 31,
                                                                     2001             2000             1999
                                                                  -------------------------------------------
                                                                                 (IN THOUSANDS)
OPERATING ACTIVITIES:
<S>                                                               <C>              <C>              <C>
Net income....................................................    $  15,219        $  17,080        $  27,436
Adjustments to reconcile net income to net cash
       provided by operating activities:
     Depreciation and amortization............................       28,247           28,536           27,256
     Deferred income taxes....................................          (46)           3,600           (2,235)
     Other....................................................        1,148              823              624
     Changes in operating assets and liabilities
            net of effects of businesses purchased:
          Trade accounts receivable, unbilled revenues and
            excess billings...................................       (1,864)         (20,081)              37
          Inventories.........................................       (4,927)           8,659             (865)
          Prepaid expenses....................................          526             (164)           1,952
          Other assets........................................         (984)           1,334              (96)
          Trade accounts payable..............................       (4,685)          (6,329)          (5,940)
          Accrued and non-current liabilities.................       (4,944)           3,263            9,324
                                                                  -------------------------------------------
Net cash provided by operating activities.....................       27,690           36,721           57,493
                                                                  -------------------------------------------
INVESTING ACTIVITIES:
Purchase of marketable securities, net........................       (2,064)          (3,318)         (1,976)
Capital expenditures..........................................      (10,239)          (8,102)        (12,992)
Proceeds from sale of business................................            -                -           8,801
Purchase of businesses, net of cash acquired..................            -           (6,430)        (19,958)
Net assets held for sale......................................        5,002           (1,058)          2,182
                                                                  ------------------------------------------
Net cash used in investing activities.........................       (7,301)         (18,908)        (23,943)
                                                                  ------------------------------------------
FINANCING ACTIVITIES:
Proceeds from issuance of common stock, net...................            -                3               -
Net payments under revolving line-of-credit agreements........       (2,665)          (9,313)        (28,194)
Repayment of debt.............................................       (3,759)          (2,514)         (8,179)
Deferred financing costs incurred.............................         (687)            (997)         (1,272)
Dividends paid ...............................................       (3,995)          (3,953)         (3,725)
Repurchase of stock by ESOP...................................            -                -          (7,682)
Change in ESOP debt guarantee.................................        1,176            1,162           1,020
                                                                  ------------------------------------------
Net cash used in financing activities.........................       (9,930)         (15,612)        (48,032)
Effect of exchange rate changes on cash.......................       (4,026)          (1,486)         (1,512)
                                                                  ------------------------------------------
Net change in cash and cash equivalents.......................        6,433              715         (15,994)
Cash and cash equivalents at beginning of year................        7,582            6,867          22,861
                                                                  ------------------------------------------
Cash and cash equivalents at end of year......................    $  14,015        $   7,582       $   6,867
                                                                  ==========================================
Supplementary cash flows data:

     Interest paid............................................    $  38,077        $  35,176       $  27,595
     Income taxes paid........................................    $  20,287        $  17,614       $  22,829

</TABLE>

                             See accompanying notes.



                                      F-6

<PAGE>


                          COLUMBUS MCKINNON CORPORATION

                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS


1.  DESCRIPTION OF BUSINESS AND BUSINESS ACQUISITIONS

Columbus   McKinnon   Corporation  (the  Company)  is  a  broad-line   designer,
manufacturer and supplier of sophisticated  material  handling products that are
widely  distributed to industrial,  automotive,  and consumer markets worldwide;
integrated  material  handling  solutions  for  the  automotive   markets;   and
integrated  material handling  solutions for industrial  markets.  The Company's
material   handling  products  are  sold,   domestically  and   internationally,
principally to third party distributors through diverse  distribution  channels,
and to a lesser  extent  directly  to  manufacturers  and other  end-users.  The
Company's  integrated material handling solutions  automotive business primarily
deals with end users and sales are concentrated domestically and internationally
(primarily North America) in the automotive  industry.  The Company's integrated
material handling solutions  industrial  businesses also deal primarily with end
users and sales are concentrated,  domestically and  internationally  (primarily
Europe) in the consumer products,  manufacturing,  warehousing, and, to a lesser
extent,  the steel,  construction,  automotive,  and other  industrial  markets.
During fiscal 2001,  approximately  78% of sales were to customers in the United
States.

On  April  29,  1999,  the  Company  acquired  all of the  outstanding  stock of
Washington Equipment Company ("WECO"),  a regional  manufacturer and servicer of
overhead cranes. The total cost of the acquisition, which was accounted for as a
purchase,  was approximately  $6.4 million and was financed by proceeds from the
Company's revolving debt facility.  The consolidated statement of income and the
consolidated  statement  of cash flows for the year ended March 31, 2000 include
WECO activity since its April 29, 1999 acquisition by the Company.

On March 1, 1999, GL  International,  Inc. ("GL"),  was merged with and into the
Company through the issuance of 897,114 shares of newly issued Company stock and
options  to  purchase  154,848  shares  of  Company  stock  for all  issued  and
outstanding  stock and options of GL. GL is a full-service  designer and builder
of industrial overhead bridge and jib cranes and related components.  The merger
was accounted for as a pooling of interests and, accordingly, the 1999 and prior
consolidated  financial statements have been restated to include the accounts of
GL. The fair market value of the stock and options  exchanged was  approximately
$20.6 million.  In connection with the merger,  the Company incurred $560,000 of
merger  related  costs which were  charged to  operations  during the year ended
March 31, 1999.

On January 29, 1999, the Company acquired all of the outstanding stock of Camlok
Lifting Clamps Limited  ("Camlok") and the net assets of the Tigrip product line
("Tigrip")  from  Schmidt-Krantz  & Co.  GmbH for  $10.6  million  in cash.  The
acquisition  was  accounted  for as a purchase and was financed  through cash, a
revolving credit facility, and a $4 million term note. Camlok manufactures plate
clamps,  crane weighers and related  products and is based in Chester,  England,
while the Tigrip line of standard  and  specialized  plate clamps is produced in
Germany. The consolidated  statement of income and the consolidated statement of
cash flows for the year ended March 31, 1999 include Camlok and Tigrip  activity
since their January 29, 1999 acquisition by the Company.

                                      F-7
<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


1.  DESCRIPTION OF BUSINESS AND BUSINESS ACQUISITIONS (CONTINUED)

On  December 4, 1998,  the  Company  acquired  all of the  outstanding  stock of
Societe   D'Exploitation  des  Raccords  Gautier  ("Gautier"),   a  French-based
manufacturer of industrial components. The total cost of the acquisition,  which
was  accounted  for  as a  purchase,  was  approximately  $3  million  in  cash,
consisting of $2.4 million  financed by proceeds  from the  Company's  revolving
debt facility and the assumption of certain debt. The consolidated  statement of
income and the consolidated statement of cash flows for the year ended March 31,
1999 include  Gautier  activity  since its December 4, 1998  acquisition  by the
Company.

On August 21,  1998 the  Company  acquired  the net assets of  Abell-Howe  Crane
division  ("Abell-Howe") of Abell-Howe Company, a regional  manufacturer of jib,
gantry,  and  bridge  cranes.  The  total  cost of the  acquisition,  which  was
accounted for as a purchase,  was  approximately  $7 million of cash,  which was
financed  by  proceeds  from  the  Company's   revolving  debt   facility.   The
consolidated  statement of income and the  consolidated  statement of cash flows
for the year ended March 31, 1999 include  Abell-Howe  activity since its August
21, 1998 acquisition by the Company.

On August 7, 1998 the Company sold its Mechanical Products division,  a producer
of circuit  controls and protection  devices,  for $11.5 million,  consisting of
$9.1 million in cash and a $2.4 million note receivable, to Mechanical Products'
senior management team. The selling price approximated the net book value of the
division. The consolidated statement of income and the consolidated statement of
cash  flows  for the year  ended  March 31,  1999  include  Mechanical  Products
activity through its August 7, 1998 sale by the Company.


2.  ACCOUNTING PRINCIPLES AND PRACTICES

CASH AND CASH EQUIVALENTS

The Company considers as cash equivalents all highly liquid  investments with an
original maturity of three months or less.

CONCENTRATIONS OF LABOR

Approximately 30% of the Company's  employees are represented by twelve separate
domestic  and  Canadian  collective  bargaining  agreements  which  terminate at
various times between July 31, 2001 and March 31, 2004.  Approximately 4% of the
labor  force is covered by  collective  bargaining  agreements  that will expire
within one year.  In addition,  the Company hires union  production  workers for
field installation under its material handling systems contracts.






                                      F-8

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


2. ACCOUNTING PRINCIPLES AND PRACTICES (CONTINUED)

CONSOLIDATION

These consolidated  financial statements include the accounts of the Company and
its domestic and foreign subsidiaries; all significant intercompany accounts and
transactions have been eliminated.

FOREIGN CURRENCY TRANSLATIONS

The Company  translates  foreign currency  financial  statements as described in
Financial  Accounting  Standards  (FAS) No. 52. Under this method,  all items of
income and expense are  translated to US dollars at average  exchange  rates for
the year.  All  assets  and  liabilities  are  translated  to US  dollars at the
year-end  exchange  rate.  Gains or  losses  on  translations  are  recorded  in
accumulated  other  comprehensive  income  (loss)  in the  shareholders'  equity
section of the balance sheet.

GOODWILL

It is the Company's policy to account for goodwill and other  intangible  assets
at the lower of amortized cost or fair value based on discounted  cash flows, if
indicators of impairment exist. The Company continually  evaluates the existence
of goodwill impairment on the basis of whether the goodwill is fully recoverable
from projected,  undiscounted net cash flows of the related businesses. Goodwill
is amortized on a straight-line  basis over twenty-five years. At March 31, 2001
and 2000 accumulated amortization was $62,239,000 and $46,256,000, respectively.

INVENTORIES

Inventories  are valued at the lower of cost or market.  Costs of  approximately
46% of  inventories at March 31, 2001 (48% in 2000) have been  determined  using
the LIFO  (last-in,  first-out)  method.  Costs of other  inventories  have been
determined  using the FIFO  (first-in,  first-out) or average cost method.  FIFO
cost approximates replacement cost.
















                                      F-9

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


2.  ACCOUNTING PRINCIPLES AND PRACTICES (CONTINUED)

MARKETABLE SECURITIES

All of the Company's marketable  securities,  which consist of equity securities
and   corporate  and   governmental   obligations,   have  been   classified  as
available-for-sale  securities  and are therefore  recorded at their fair values
with the unrealized gains and losses,  net of tax, reported in accumulated other
comprehensive income (loss) within shareholders' equity. Estimated fair value is
based on published trading values at the balance sheet dates. The amortized cost
of debt  securities  is adjusted for  amortization  of premiums and accretion of
discounts  to  maturity.  The cost of  securities  sold is based on the specific
identification method. Interest and dividend income are included in interest and
other income on the consolidated statements of income.

The  marketable  securities  are  carried  as  long-term  assets  since they are
retained for the settlement of a portion of the Company's  general liability and
products liability insurance claims filed through CM Insurance Company,  Inc., a
wholly owned captive insurance subsidiary.

NET ASSETS HELD FOR SALE

Certain non-operating real estate properties and equipment were acquired as part
of the 1996 acquisition of Yale Industrial  Products,  Inc.  Certain  properties
were sold during  fiscal 1998  through  fiscal 2001 and  additional  monies were
advanced to further the development of the properties with the remaining  assets
held for sale  expected to be sold in fiscal  2002.  They have been  recorded at
their estimated realizable values net of disposal costs, separately reflected on
the consolidated  balance sheet and amounting to $4,270,000 and $9,272,000 as of
March 31, 2001 and 2000, respectively.

PROPERTY, PLANT, AND EQUIPMENT

Property,  plant,  and equipment are stated at cost and depreciated  principally
using the  straight-line  method over their  respective  estimated  useful lives
(buildings and building equipment--15 to 40 years; machinery and equipment--3 to
18 years).  When depreciable  assets are retired,  or otherwise disposed of, the
cost and related accumulated  depreciation are removed from the accounts and any
resulting gain or loss is reflected in operating results.

RESEARCH AND DEVELOPMENT

Research  and  development  costs as defined  in FAS No. 2, for the years  ended
March  31,  2001,  2000 and 1999 were  $1,507,000,  $1,556,000  and  $1,663,000,
respectively.






                                      F-10

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


2.  ACCOUNTING PRINCIPLES AND PRACTICES (CONTINUED)

REVENUE RECOGNITION AND CONCENTRATION OF CREDIT RISK

Sales are recorded when title passes to the customer  which is generally at time
of shipment to the  customer,  except for  long-term  construction  contracts as
described  below.  The  Company  performs  ongoing  credit  evaluations  of  its
customers'  financial  condition,  but generally does not require  collateral to
support  customer  receivables.  The credit risk is  controlled  through  credit
approvals,   limits  and  monitoring  procedures.  The  Company  established  an
allowance for doubtful  accounts based upon factors  surrounding the credit risk
of specific customers, historical trends and other factors.

ASI and Univeyor  recognize contract revenues under the percentage of completion
method,  measured by comparing  direct costs incurred to total estimated  direct
costs. Changes in job performance,  job conditions and estimated  profitability,
including those arising from final contract settlements, may result in revisions
to costs and income and are  recognized in the period in which the revisions are
determined.  In the event that a loss is anticipated on an uncompleted contract,
a  provision  for the  estimated  loss is  made  at the  time it is  determined.
Billings on contracts may precede or lag revenues  earned,  and such differences
are reported in the balance sheet as current  liabilities  (excess billings) and
current assets (unbilled revenues), respectively.

As of March 31, 2001,  approximately  $33 million ($21 million in 2000) of trade
accounts  receivable  was  concentrated  in the automotive  industry,  including
retainages amounting to $5,525,000 ($7,484,000 in 2000). The accounts receivable
included $23,215,000  ($17,861,000 in 2000) due from General Motors Corporation.
This one customer  accounted for $108,886,000,  $99,097,000,  and $96,663,000 or
15%,  13%,  and 13% of  consolidated  net sales  which are  included  within the
Solutions -  Automotive  segment for the years ended March 31, 2001,  2000,  and
1999, respectively.

SHIPPING AND HANDLING COSTS

Shipping and handling costs are a component of cost of goods sold.

USE OF ESTIMATES

The preparation of financial  statements in conformity  with generally  accepted
accounting principles requires management to make estimates and assumptions that
affect the amounts reported in the financial  statements and accompanying notes.
Actual results could differ from those estimates.








                                      F-11

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


3.  UNBILLED REVENUES AND EXCESS BILLINGS

                                                               MARCH 31,
                                                           2001          2000
                                                        -----------------------
                                                             (IN THOUSANDS)

     Costs incurred on uncompleted contracts........    $ 491,373     $ 368,140
     Estimated earnings.............................       75,551        64,497
                                                        -----------------------
     Revenues earned to date........................      566,924       432,637
     Less billings to date..........................      541,734       412,478
                                                        -----------------------
                                                        $  25,190     $  20,159
                                                        =======================


The net amounts above are included in the consolidated  balance sheets under the
following captions:

                                                               MARCH 31,
                                                           2001          2000
                                                        -----------------------
                                                             (IN THOUSANDS)

     Unbilled revenues..............................    $  26,813     $  24,447
     Excess billings................................       (1,623)       (4,288)
                                                        -----------------------
                                                        $  25,190     $  20,159
                                                        =======================


4.  INVENTORIES

Inventories consisted of the following:
                                                               MARCH 31,
                                                           2001          2000
                                                        -----------------------
                                                             (IN THOUSANDS)

     At cost--FIFO basis:
          Raw materials.............................    $  60,908     $  57,198
          Work-in-process...........................       17,110        20,240
          Finished goods............................       41,850        38,329
                                                        -----------------------
                                                          119,868       115,767
     LIFO cost less than FIFO cost..................       (6,650)       (7,476)
                                                        -----------------------
     Net inventories................................    $ 113,218     $ 108,291
                                                        =======================


                                      F-12
<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


5.  MARKETABLE SECURITIES

Marketable  securities  are  retained  for the  settlement  of a portion  of the
Company's  general  liability  and  products  liability  insurance  claims filed
through CM Insurance  Company,  Inc.  (see Notes 2 and 13).  The  following is a
summary of available-for-sale securities at March 31, 2001:

<TABLE>
<CAPTION>

                                                      GROSS        GROSS     ESTIMATED
                                                   UNREALIZED    UNREALIZED    FAIR
                                          COST        GAINS        LOSSES      VALUE
                                      ------------------------------------------------
                                                       (IN THOUSANDS)
<S>                                   <C>          <C>          <C>          <C>
     Government securities.........   $   6,265    $     305    $       -    $   6,570
     Equity securities.............      16,226        3,043        3,513       15,756
                                      ------------------------------------------------
                                      $  22,491    $   3,348    $   3,513    $  22,326
                                      ================================================

</TABLE>


The following is a summary of available-for-sale securities at March 31, 2000:

<TABLE>
<CAPTION>

                                                      GROSS        GROSS     ESTIMATED
                                                   UNREALIZED    UNREALIZED    FAIR
                                          COST        GAINS        LOSSES      VALUE
                                      ------------------------------------------------
                                                       (IN THOUSANDS)
<S>                                   <C>          <C>          <C>          <C>
     Government securities.........   $   7,171    $      75    $      53    $   7,193
     U. S. corporate securities....       1,183            2           35        1,150
                                      ------------------------------------------------
          Total debt securities....       8,354           77           88        8,343
     Equity securities.............      10,119        5,124          393       14,850
                                      ------------------------------------------------
                                      $  18,473    $   5,201    $     481    $  23,193
                                      ================================================
</TABLE>



The  amortized  cost and estimated  fair value of debt and equity  securities at
March 31, 2001, by contractual maturity, are shown below:

<TABLE>
<CAPTION>

                                                                            ESTIMATED
                                                                               FAIR
                                                                  COST         VALUE
                                                               -----------------------
                                                                   (IN THOUSANDS)
     <S>                                                       <C>           <C>
     Due in one year or less...............................    $   1,564     $   1,564
     Due after three years.................................        4,701         5,006
                                                               -----------------------
                                                                   6,265         6,570
     Equity securities.....................................       16,226        15,756
                                                               -----------------------
                                                               $  22,491     $  22,326
                                                               =======================
</TABLE>


                                      F-13

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


5.  MARKETABLE SECURITIES (CONTINUED)

Net  unrealized  gain or loss included in the balance sheet amounted to $165,000
loss at March 31, 2001 and a $4,720,000 gain at March 31, 2000. The amounts, net
of related  income taxes of $(66,000) and $1,888,000 at March 31, 2001 and 2000,
respectively,  are reflected as a component of accumulated  other  comprehensive
income (loss) within shareholders' equity.


6.  PROPERTY, PLANT, AND EQUIPMENT

Consolidated  property,  plant,  and  equipment of the Company  consisted of the
following:

<TABLE>
<CAPTION>
                                                                          MARCH 31,
                                                                      2001          2000
                                                                   -----------------------
                                                                       (IN THOUSANDS)
     <S>                                                           <C>           <C>
     Land and land improvements................................    $   6,643     $   5,032
     Buildings.................................................       36,842        33,000
     Machinery, equipment, and leasehold improvements..........      104,588        98,842
     Construction in progress..................................        2,812         3,310
                                                                   -----------------------
                                                                     150,885       140,184
     Less accumulated depreciation.............................       65,613        52,887
                                                                   -----------------------
     Net property, plant, and equipment........................    $  85,272     $  87,297
                                                                   ========================
</TABLE>



7.  ACCRUED LIABILITIES AND OTHER NON-CURRENT LIABILITIES

Consolidated accrued liabilities of the Company included the following:

<TABLE>
<CAPTION>

                                                                            MARCH 31,
                                                                        2001          2000
                                                                   -----------------------
                                                                        (IN THOUSANDS)
     <S>                                                           <C>             <C>
     Accrued payroll...........................................    $  14,195     $  17,012
     Accrued pension cost......................................        2,579         4,262
     Interest payable..........................................        9,481         9,916
     Income taxes payable......................................        3,331         4,649
     Other accrued liabilities.................................       18,879        15,407
                                                                   -----------------------
                                                                   $  48,465     $  51,246
                                                                   =======================

</TABLE>




                                      F-14

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


7.  ACCRUED LIABILITIES AND OTHER NON-CURRENT LIABILITIES (CONTINUED)

Consolidated   other  non-current   liabilities  of  the  Company  included  the
following:

<TABLE>
<CAPTION>

                                                                                                   MARCH 31,
                                                                                               2001          2000
                                                                                            -----------------------
                                                                                                 (IN THOUSANDS)
     <S>                                                                                     <C>           <C>
     Accumulated postretirement benefit obligation.......................................   $  12,640     $  13,970
     Accrued general and product liability costs.........................................      15,388        14,550
     Other non-current liabilities.......................................................       6,039         6,268
                                                                                            -----------------------
                                                                                            $  34,067     $  34,788
                                                                                            =======================
</TABLE>


8.  LONG-TERM DEBT

Consolidated long-term debt of the Company consisted of the following:

<TABLE>
<CAPTION>
                                                                                                    MARCH 31,
                                                                                               2001          2000
                                                                                            -----------------------
                                                                                                 (IN THOUSANDS)
     <S>                                                                                    <C>           <C>
     Revolving Credit Facility with  availability up to $225 million,
        due March 31, 2003, with interest payable at varying Eurodollar
        rates based on LIBOR plus a spread determined by the Company's
        leverage ratio, amounting to 237.5 basis points at March 31,
        2001 (7.76% and 8.02% at March 31, 2001 and 2000)................................   $ 202,000     $ 205,000
     Term loan of foreign subsidiary due December 30, 2001, with interest
        payable monthly at 4.255%........................................................       1,870         3,398
     Employee Stock Ownership Plan term loans payable in quarterly
        installments of $148 through January 2002 and $564 in April 2002
        plus interest payable at a Eurodollar rate based on LIBOR plus a
        spread determined by the Company's leverage ratio (8.51% and
        8.18% at March 31, 2001 and 2000.................................................       1,415         2,008
     Industrial Development Revenue Bonds paid in full during Fiscal 2001................           -           986
     Other senior debt...................................................................       2,133         2,785
                                                                                            -----------------------
     Total senior debt...................................................................     207,418       214,177
     8 1/2% Senior Subordinated Notes due March 31, 2008 with interest
        payable in semi-annual installments at 8.45% effective rate, recorded
        net of unamortized discount of $372 ($426 at March 31, 2000).....................     199,628       199,574
                                                                                            -----------------------
     Total...............................................................................     407,046       413,751
     Less current portion................................................................       3,092         3,493
                                                                                            -----------------------
                                                                                            $ 403,954     $ 410,258
                                                                                            =======================
</TABLE>



                                      F-15
<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


8.  LONG-TERM DEBT (CONTINUED)

The  Revolving   Credit  Facility  is  secured  by  all  equipment,   inventory,
receivables,  subsidiary  stock  (limited to 65% for foreign  subsidiaries)  and
intellectual  property.  The corresponding  credit agreement places certain debt
covenant  restrictions  on the Company  including,  but not limited to,  maximum
annual cash dividends of $10 million.

The carrying amount of the Company's  senior debt  instruments  approximates the
fair value. The Company's subordinated debt has an approximate fair market value
of $174,000,000 which is less than the carrying cost of $199,628,000.

Provisions of the 8 1/2% Notes  include,  without  limitation,  restrictions  of
liens,  indebtedness,  asset sales, and dividends and other restricted payments.
Prior to April 1,  2003,  the 8 1/2% Notes are  redeemable  at the option of the
Company,  in whole or in part, at the Make-Whole Price (as defined in the 8 1/2%
Notes  agreement).  On or after  April 1, 2003,  they are  redeemable  at prices
declining  annually to 100% on and after April 1, 2006. In the event of a Change
of Control (as defined in the  indenture  for such notes),  each holder of the 8
1/2%  Notes may  require  the  Company  to  repurchase  all or a portion of such
holder's 8 1/2% Notes at a purchase price equal to 101% of the principal  amount
thereof. The 8 1/2% Notes are guaranteed by certain existing and future domestic
subsidiaries and are not subject to any sinking fund requirements.

The  principal  payments  scheduled to be made as of March 31, 2001 on the above
debt, for the next five annual periods  subsequent  thereto,  are as follows (in
thousands):

               2002..........................................      $   3,092
               2003..........................................        202,856
               2004..........................................            206
               2005..........................................            145
               2006..........................................            106

     It is management's  intent to refinance the Revolving  Credit Facility when
it comes due in fiscal 2003.

     As of March 31, 2001, the Company had letters of credit outstanding of $3.6
million.












                                      F-16

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


9.  RETIREMENT PLANS

The Company  provides  defined benefit pension plans to certain  employees.  The
following  provides a reconciliation  of benefit  obligation,  plan assets,  and
funded status of plans:
<TABLE>
<CAPTION>
                                                                               MARCH 31,
                                                                          2001            2000
                                                                      ------------------------
                                                                           (IN THOUSANDS)
     Change in benefit obligation:
          <S>                                                         <C>           <C>
          Benefit obligation at beginning of year.................    $  71,320     $  70,621
          Service cost............................................        3,772         4,329
          Interest cost...........................................        5,099         4,805
          Effect of amendments....................................            -           115
          Actuarial gain..........................................       (1,821)       (5,359)
          Benefits paid...........................................       (3,362)       (3,191)
                                                                      ------------------------
           Benefit obligation at end of year......................    $  75,008     $  71,320
                                                                      ========================

     Change in plan assets:
          Fair value of plan assets at beginning of year..........    $  73,464     $  66,276
          Actual return on plan assets............................        1,079         6,984
          Employer contribution...................................        5,001         3,395
          Benefits paid...........................................       (3,362)       (3,191)
                                                                      ------------------------
          Fair value of plan assets at end of year................    $  76,182     $  73,464
                                                                      ========================

          Funded Status ..........................................    $   1,174     $   2,144
          Unrecognized transition amount..........................          (28)          (57)
          Unrecognized actuarial gain.............................       (1,872)       (5,353)
          Unrecognized prior service cost.........................        1,607         1,850
                                                                      ------------------------
          Net amount recognized...................................    $     881     $  (1,416)
                                                                      ========================

Amounts recognized in the consolidated balance sheets are as follows:

          Intangible asset........................................    $   1,029     $   1,158
          Accrued liabilities.....................................       (2,020)       (3,710)
          Deferred tax effect of equity charge....................          749           454
          Accumulated other comprehensive income..................        1,123           682
                                                                      -----------------------
          Net amount recognized...................................    $     881     $  (1,416)
                                                                      =======================
</TABLE>


                                      F-17
<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


9.  RETIREMENT PLANS (CONTINUED)

Net periodic pension cost included the following components:

<TABLE>
<CAPTION>

                                                                            YEAR ENDED MARCH 31,
                                                                      2001          2000          1999
                                                                   -------------------------------------
                                                                               (IN THOUSANDS)

<S>                                                                <C>           <C>           <C>
     Service costs--benefits earned during the period..........    $   3,772     $   4,329     $   3,151
     Interest cost on projected benefit obligation.............        5,099         4,805         4,489
     Expected return on plan assets............................       (6,303)       (5,732)       (5,124)
     Net amortization..........................................          136           251           167
                                                                   -------------------------------------
     Net periodic pension cost.................................    $   2,704     $   3,653     $   2,683
                                                                   =====================================

</TABLE>


The aggregate  projected  benefit  obligation  and aggregate  fair value of plan
assets for the pension plans with  projected  benefit  obligations  in excess of
plan assets were $57,644,000 and $55,546,000,  respectively as of March 31, 2001
and $10,992,000 and $8,122,000, respectively as of March 31, 2000.

The aggregate  accumulated  benefit  obligation and aggregate fair value of plan
assets for the pension plans with accumulated  benefit  obligations in excess of
plan assets were  $10,973,000 and $9,363,000,  respectively as of March 31, 2001
and $10,237,000 and $8,122,000, respectively as of March 31, 2000.

The  unrecognized  transition  obligation is being  amortized on a straight-line
basis  over  20  years.  Unrecognized  gains  and  losses  are  amortized  on  a
straight-line  basis  over  the  average  remaining  service  period  of  active
participants.

The  weighted-average  discount rate used in determining  the actuarial  present
value of the projected  benefit  obligation of all of the defined  benefit plans
was 7.5% as of March 31, 2001 and 2000.  Future average  compensation  increases
are  assumed  to  be  4.5%  per  year  as  of  March  31,  2001  and  2000.  The
weighted-average  expected  long-term  rate of  return  on plan  assets  used in
determining the expected return on plan assets included in net periodic  pension
cost was 8 7/8% for the each of the years ended March 31,  2001,  2000 and 1999.
Plan assets consist of equities,  corporate and government securities, and fixed
income annuity contracts.

The Company's  funding policy with respect to the defined  benefit pension plans
is to contribute  annually at least the minimum amount  required by the Employee
Retirement Income Security Act of 1974 (ERISA).

The Company also sponsors defined contribution plans covering  substantially all
domestic  employees.  Participants may elect to contribute basic  contributions.
Effective April 1, 1998,  these plans provide for employer  contributions  based
primarily  on employee  participation.  The  Company  recorded a charge for such
contributions  of  approximately  $2,190,000,  $1,660,000 and $1,410,000 for the
years ended March 31, 2001, 2000 and 1999, respectively.


                                      F-18

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


10.  EMPLOYEE STOCK OWNERSHIP PLAN (ESOP)

The AICPA Statement of Position 93-6,  "Employers' Accounting for Employee Stock
Ownership Plans" requires that compensation  expense for ESOP shares be measured
based on the fair  value  of those  shares  when  committed  to be  released  to
employees,  rather than based on their original cost.  Also,  dividends on those
ESOP shares that have not been  allocated  or  committed  to be released to ESOP
participants  are not  reflected  as a reduction of retained  earnings.  Rather,
since  those  dividends  are used for debt  service,  a charge  to  compensation
expense is recorded.  Furthermore,  ESOP shares that have not been  allocated or
committed  to be  released  are  not  considered  outstanding  for  purposes  of
calculating earnings per share.

The obligation of the ESOP to repay  borrowings  incurred to purchase  shares of
the Company's  common stock is guaranteed by the Company;  the unpaid balance of
such borrowings,  therefore, has been reflected in the accompanying consolidated
balance  sheet  as a  liability.  An  amount  equivalent  to  the  cost  of  the
collateralized common stock and representing deferred employee benefits has been
recorded as a deduction from shareholders' equity.

Substantially all of the Company's domestic non-union employees are participants
in the ESOP. Contributions to the plan result from the release of collateralized
shares as debt service  payments  are made.  Compensation  expense  amounting to
$1,120,000,   $1,752,000  and   $2,128,000  in  fiscal  2001,   2000  and  1999,
respectively,  is recorded based on the guaranteed release of the ESOP shares at
their fair market  value.  Dividends on allocated  ESOP shares are recorded as a
reduction of retained earnings and are applied toward debt service.

During fiscal 1999, the ESOP borrowed  $7,682,000 from the Company and purchased
479,900 shares on the open market at an average cost of $16 per share.

At March 31, 2001 and 2000,  953,851 and 889,555 of ESOP  shares,  respectively,
were allocated or available to be allocated to participants'  accounts. At March
31, 2001 and 2000, 504,794 and 606,559 of ESOP shares were pledged as collateral
to guarantee the ESOP term loans.

The fair  market  value of unearned  ESOP  shares at March 31, 2001  amounted to
$3,944,000.













                                      F-19

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


11.  POSTRETIREMENT BENEFIT OBLIGATION

The  Company  sponsors  defined  benefit  postretirement  health care plans that
provide medical and life insurance  coverage to Yale domestic retirees and their
dependents.  Prior to the  acquisition  of Yale, the Company did not sponsor any
postretirement benefit plans. The Company pays the majority of the medical costs
for Yale  retirees  and their  spouses  who are under age 65. For  retirees  and
dependents of retirees who retired  prior to January 1, 1989,  and are age 65 or
over, the Company  contributes  100% toward the American  Association of Retired
Persons  ("AARP")  premium frozen at the 1992 level. For retirees and dependents
of retirees who retired after January 1, 1989, the Company  contributes  $35 per
month toward the AARP premium. The life insurance plan is noncontributory.

The Company's  postretirement health benefit plans are not funded. In accordance
with FAS No. 132 "Employers' Disclosures about Pensions and Other Postretirement
Benefits," the following sets forth a reconciliation of benefit  obligations and
the funded status of the plan:

<TABLE>
<CAPTION>
                                                                                                 MARCH 31,
                                                                                              2001          2000
                                                                                          -----------------------
                                                                                                 (IN THOUSANDS)
     Change in benefit obligation:
          <S>                                                                             <C>           <C>
          Benefit obligation at beginning of year.........................                $  11,640     $  12,412
          Service cost....................................................                       80            84
          Interest cost...................................................                      820           816
          Actuarial loss (gain)...........................................                    1,509          (170)
          Benefits paid...................................................                   (1,423)       (1,502)
                                                                                          -----------------------
          Benefit obligation at end of year...............................                $  12,626     $  11,640
                                                                                          =======================

          Funded status ..................................................                $ (12,626)    $ (11,640)
          Unrecognized actuarial loss.....................................                    2,407           898
          Unrecognized prior service gain.................................                   (2,421)       (3,228)
                                                                                          -----------------------
          Net amount recognized in other non-current liabilities..........                $ (12,640)    $ (13,970)
                                                                                          =======================

</TABLE>

Net periodic postretirement benefit cost included the following:

<TABLE>
<CAPTION>
                                                                                     YEAR ENDED MARCH 31,
                                                                               2001          2000          1999
                                                                            -------------------------------------
                                                                                        (IN THOUSANDS)
<S>                                                                         <C>           <C>           <C>
     Service cost--benefits attributed to service during the period.....    $      80     $      84     $     257
     Interest cost......................................................          820           816         1,061
     Amortization of prior service gain.................................         (807)         (807)            -
                                                                            -------------------------------------
          Net periodic postretirement benefit cost......................    $      93     $      93     $   1,318
                                                                            =====================================
</TABLE>

                                      F-20

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


11.  POSTRETIREMENT BENEFIT OBLIGATION (CONTINUED)

For measurement purposes, an 8.0% annual rate of increase in the per capita cost
of  postretirement  medical benefits was assumed at the beginning of the period;
the rate was assumed to  decrease  1.0% per year to 5.0% by 2004.  The  discount
rate used in determining the accumulated  postretirement  benefit obligation was
7.5% as of March 31, 2001 and 2000.

Assumed  medical claims cost trend rates have an effect on the amounts  reported
for the health care plans. A one-percentage  point change in assumed health care
cost trend rates would have the following effects:

<TABLE>
<CAPTION>
                                                                              ONE PERCENTAGE      ONE PERCENTAGE
                                                                              POINT INCREASE      POINT DECREASE

                                                                                       (IN THOUSANDS)
          <S>                                                                   <C>                <C>
          Effect on total of service and interest cost components..........     $      50          $     (45)
          Effect on postretirement obligation..............................           589               (536)

</TABLE>


12.  EARNINGS PER SHARE AND STOCK PLANS

EARNINGS PER SHARE

The Company  calculates  earnings  per share in  accordance  with  Statement  of
Financial  Accounting  Standards  No. 128,  "Earnings  per Share" (FAS No. 128).
Basic earnings per share excludes any dilutive effects of options, warrants, and
convertible securities. Diluted earnings per share includes any dilutive effects
of options, warrants, and convertible securities. The following table sets forth
the computation of basic and diluted earnings per share:

<TABLE>
<CAPTION>

                                                                                 YEAR ENDED MARCH 31,
                                                                           2001          2000          1999
                                                                        -------------------------------------
                                                                                  (IN THOUSANDS)
     Numerator for basic and diluted earnings per share:
<S>                                                                     <C>           <C>           <C>
        Net income..................................................    $  15,219     $  17,080     $  27,436
                                                                        =====================================
     Denominators:
        Weighted-average common stock outstanding--denominator
          for basic EPS.............................................       14,316        14,138        14,137
        Effect of dilutive employee stock options...................            -            83           157
                                                                        -------------------------------------
        Adjusted weighted-average common stock outstanding and
          assumed conversions--denominator for diluted EPS..........       14,316        14,221        14,294
                                                                        =====================================
</TABLE>


The weighted-average  common stock outstanding shown above is net of unallocated
ESOP shares (see Note 10).


                                      F-21
<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


12.  EARNINGS PER SHARE AND STOCK PLANS (CONTINUED)

STOCK PLANS

The Company maintains two stock option plans, a Non-Qualified  Stock Option Plan
("Non-Qualified  Plan") and an Incentive Stock Option Plan  ("Incentive  Plan").
Under the Non-Qualified  Plan,  options may be granted to officers and other key
employees  of the Company as well as to  non-employee  directors  and  advisors.
Options granted under the Non-Qualified Plan become exercisable over a four-year
period at the rate of 25% per year commencing one year from the date of grant at
an exercise  price of not less than 100% of the fair market  value of the common
stock on the date of grant.  Any option granted under this plan may be exercised
not earlier than one year from the date such option is granted.  Options granted
under the Incentive Plan become  exercisable over a four-year period at the rate
of 25% per year  commencing one year from the date of grant at an exercise price
of not less than 100% of the fair market  value of the common  stock on the date
of grant.  Any option  granted under this plan may be exercised not earlier than
one year and not later than ten years from the date such option is granted.

In conjunction with the March 1, 1999 merger of GL International, Inc. (see Note
1),  outstanding GL options,  which were originally  issued in fiscal years 1999
and 1998, became fully vested and were converted into options to acquire 154,848
Company  shares at prices of $4.34 to $17.36.  As of March 31, 2001, all 154,848
options have been exercised.

A summary of option  transactions  during each of the three  fiscal years in the
period ended March 31, 2001 is as follows:

<TABLE>
<CAPTION>

                                                                    YEAR ENDED MARCH 31,
         NUMBER OF SHARES                                     2001          2000          1999
         ----------------                                  -------------------------------------
<S>                                                          <C>           <C>           <C>
     Outstanding at beginning of year............            674,750       353,348       354,848
     Granted.....................................             32,700       481,410        31,000
     Canceled....................................            (16,575)       (7,000)      (32,500)
     Exercised...................................            (19,340)     (153,008)            -
                                                           -------------------------------------
     Outstanding at end of year..................            671,535       674,750       353,348
                                                           =====================================

     Exercisable at end of year..................            241,285       137,840       247,348
     Available for grant at end of year..........            810,965       827,090     1,301,500

</TABLE>







                                      F-22

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


12.  EARNINGS PER SHARE AND STOCK PLANS (CONTINUED)

Exercise prices for options  outstanding as of March 31, 2001, ranged from $9.00
to $29.00.  The following  table provides  certain  information  with respect to
stock options outstanding at March 31, 2001:

<TABLE>
<CAPTION>

                                                                                            WEIGHTED-AVERAGE
                                                STOCK OPTIONS      WEIGHTED-AVERAGE      REMAINING CONTRACTUAL
           RANGE OF EXERCISE PRICES             OUTSTANDING         EXERCISE PRICE                LIFE
           ------------------------           ----------------------------------------------------------------
<S>                                               <C>                  <C>                         <C>
          Under $10.00..............               22,950              $   9.13                    9.8
          $10.00 to $20.00..........              158,100                 15.36                    5.9
          $20.01 to $30.00..........              490,485                 21.26                    8.0
                                              ----------------------------------------------------------------
                                                  671,535                $19.46                    7.6
                                              ================================================================
</TABLE>


The following table provides  certain  information with respect to stock options
exercisable at March 31, 2001:

<TABLE>
<CAPTION>

                                                        STOCK OPTIONS         WEIGHTED-AVERAGE
          RANGE OF EXERCISE PRICES                       OUTSTANDING           EXERCISE PRICE
          ------------------------                      --------------------------------------

          <S>                                           <C>                      <C>
          Under $10.00...................                        -               $       -
          $10.00 to $20.00...............                  150,225                   15.50
          $20.01 to $30.00...............                   91,060                   21.89
                                                        --------------------------------------
                                                           241,825               $   17.91
                                                        ======================================

</TABLE>

The Company has elected to follow  Accounting  Principles  Board Opinion No. 25,
"Accounting  for  Stock  Issued to  Employees"  (APB 25) in  accounting  for its
employee stock options  because,  as discussed below, the alternative fair value
accounting  provided  for  under  FAS  No.  123,   "Accounting  for  Stock-Based
Compensation,"  requires use of option  valuation models that were not developed
for use in valuing  employee stock  options.  Under APB 25, because the exercise
price of the Company's  employee  stock  options  equals the market price of the
underlying  stock on the grant date and the number of options  granted is fixed,
no compensation expense is recognized.

Pro forma information regarding net income and earnings per share is required by
FAS No. 123, and has been  determined  as if the Company had  accounted  for its
employee  stock  options  under the fair  value  method of that  Statement.  The
Black-Scholes  option  valuation  model was developed for use in estimating  the
fair value of traded  options which have no vesting  restrictions  and are fully
transferable.  In addition,  option valuation models require the input of highly
subjective  assumptions  including the expected stock price volatility.  Because
the  Company's  employee  stock  options  have   characteristics   significantly
different from those of traded  options,  and because  changes in the subjective
input assumptions can materially affect the fair value estimate, in management's
opinion,  the  existing  models do not  necessarily  provide a  reliable  single
measure of the fair value of its employee stock options.



                                      F-23

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


12.  EARNINGS PER SHARE AND STOCK PLANS (CONTINUED)

For purposes of pro forma  disclosures,  the estimated fair value of the options
is amortized to expense over the  options'  vesting  period.  The fair value for
issued options was estimated at the date of grant using a  Black-Scholes  option
pricing model with the following  weighted-average  assumptions and yielding the
following pro forma results:
<TABLE>
<CAPTION>
                                                                   YEAR ENDED MARCH 31,
                                                            2001           2000           1999
                                                       -------------------------------------------
                                                          (IN THOUSANDS, EXCEPT FOR ASSUMPTIONS
                                                              AND EARNINGS PER SHARE DATA)
<S>                                                    <C>              <C>              <C>
     Assumptions:
         Risk-free interest rate                            5.2%             6.1%             5.5%
         Dividend yield - Incentive Plan                    2.9%            1.35%            0.97%
         Dividend yield - GL conversions                     N/A              N/A            1.33%
         Volatility factor                                 0.435            0.352            0.200
         Expected life - Incentive Plan                  5 years          5 years          4 years
         Expected life - GL conversions                      N/A              N/A           1 year
     Pro forma results:
         Net income                                    $  14,809        $  16,099        $  25,567
         Earnings per share, basic                          1.03             1.14             1.81
         Earnings per share, diluted                        1.03             1.13             1.79
</TABLE>

The Company  maintains a Restricted  Stock Plan,  under which the Company had no
shares  reserved  for issuance at March 31, 2001 and 2000.  The Company  charges
unearned compensation, a component of shareholders' equity, for the market value
of shares,  as they are issued. It is then ratably amortized over the restricted
period. Grantees who remain continuously employed with the Company become vested
in their  shares five years  after the date of the grant.  There were 60,700 and
19,500   shares  issued  during  the  years  ended  March  31,  2000  and  1999,
respectively.


13.  LOSS CONTINGENCIES

GENERAL AND PRODUCT  LIABILITY - $14,663,000 of the accrued  general and product
liability costs which are included in other non-current liabilities at March 31,
2001  ($13,118,000  at  March  31,  2000)  are the  actuarial  present  value of
estimated  reserves  based  on  an  amount  determined  from  loss  reports  and
individual cases filed with the Company and an amount, based on experience,  for
losses incurred but not reported.  The accrual in these  consolidated  financial
statements was determined by applying a discount  factor based on interest rates
customarily  used in the insurance  industry,  between  6.09% and 8.42%,  to the
undiscounted reserves of $18,620,000 and $16,866,000 at March 31, 2001 and 2000,
respectively.  This liability is funded by investments in marketable  securities
(see Notes 2 and 5).

                                      F-24
<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


14.  INCOME TAXES

The following is a  reconciliation  of the difference  between the effective tax
rate and the statutory federal tax rate:

<TABLE>
<CAPTION>
                                                                          YEAR ENDED MARCH 31,
                                                                    2001          2000          1999
                                                                 -------------------------------------
                                                                             (IN THOUSANDS)

     <S>                                                         <C>           <C>           <C>
     Computed statutory provision............................    $  12,160     $  12,121     $  17,753
     State income taxes net of federal benefit...............        1,972         1,974         1,767
     Nondeductible goodwill amortization.....................        4,506         4,506         4,540
     Foreign taxes greater than statutory provision..........          931           884           790
     Research and development credit.........................         (400)         (400)         (639)
     Other...................................................          356        (1,507)         (923)
                                                                 -------------------------------------
     Actual tax provision....................................    $  19,525     $  17,578     $  23,288
                                                                 =====================================

</TABLE>

     The provision for income tax expense consisted of the following:

<TABLE>
<CAPTION>
                                                                          YEAR ENDED MARCH 31,
                                                                    2001          2000          1999
                                                                 -------------------------------------
                                                                            (IN THOUSANDS)
     <S>                                                         <C>           <C>           <C>
     Current income tax expense:
          Federal taxes......................................    $  13,214     $   8,391     $  18,775
          State taxes........................................        2,745         2,253         2,770
          Foreign............................................        3,612         3,334         3,978
     Deferred income tax (benefit) expense:

          Domestic...........................................          392         3,380        (2,298)
          Foreign............................................         (438)          220            63
                                                                 -------------------------------------
                                                                 $  19,525     $  17,578     $  23,288
                                                                 =====================================
</TABLE>


The Company  applies the  liability  method of  accounting  for income  taxes as
required by FAS Statement No. 109, "Accounting for Income Taxes."

The gross  composition of the net current  deferred tax  liability,  included in
accrued liabilities within the consolidated balance sheet, is as follows:

<TABLE>
<CAPTION>
                                                                                      MARCH 31,
                                                                                  2001          2000
                                                                                ----------------------
                                                                                    (IN THOUSANDS)

     <S>                                                                       <C>           <C>
     Inventory.............................................................    $  (5,935)    $  (4,929)
     Accrued vacation and incentive costs..................................        1,867         1,757
     Other.................................................................        3,326         2,492
                                                                               -----------------------
          Net current deferred tax liability...............................    $    (742)    $    (680)
                                                                               =======================

</TABLE>


                                      F-25
<PAGE>


                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

14.  INCOME TAXES (CONTINUED)

The gross composition of the net non-current deferred tax asset is as follows:

<TABLE>
<CAPTION>
                                                                 MARCH 31,
                                                             2001          2000
                                                          -----------------------
                                                               (IN THOUSANDS)
     <S>                                                  <C>           <C>
     Insurance reserves...............................    $   9,560     $  10,242
     Property, plant, and equipment...................       (6,524)       (6,514)
     Other............................................        2,660           509
                                                          -----------------------
          Net non-current deferred tax asset..........    $   5,696     $   4,237
                                                          =======================
</TABLE>

Income  before  income  tax  expense  includes  foreign   subsidiary  income  of
$6,410,000, $7,551,000, and $9,288,000 for the years ended March 31, 2001, 2000,
and 1999  respectively.  United  States  income taxes have not been  provided on
certain  unremitted  earnings  of the  Company's  foreign  subsidiaries  as such
earnings are considered to be permanently reinvested.


15.  RENTAL EXPENSE AND LEASE COMMITMENTS

Rental expense for the years ended March 31, 2001, 2000 and 1999 was $7,676,000,
$6,279,000, and $6,672,000, respectively. The following amounts represent future
minimum payment commitments as of March 31, 2001 under non-cancelable  operating
leases extending beyond one year (in thousands):

<TABLE>
<CAPTION>

                                                                  VEHICLES AND
     YEAR ENDED MARCH 31,                        REAL PROPERTY     EQUIPMENT      TOTAL
     --------------------                        -------------     ---------     -------
<S>  <C>                                            <C>             <C>          <C>
     2002.....................................      $ 2,143         $ 2,531      $ 4,674
     2003.....................................        1,886           1,738        3,624
     2004.....................................        1,687           1,299        2,986
     2005.....................................        1,555             653        2,208
     2006.....................................        1,265             207        1,472

</TABLE>




                                      F-26

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


16.  SUMMARY FINANCIAL INFORMATION

<TABLE>
<CAPTION>

The  summary  financial   information  of  the  parent,   domestic  subsidiaries (guarantors)  and  foreign  subsidiaries
(nonguarantors)  of the 8 1/2%  senior subordinated notes follows:

As of and for the year ended March 31, 2001:
                                                                   DOMESTIC        FOREIGN
                                                    PARENT       SUBSIDIARIES    SUBSIDIARIES    ELIMINATIONS   CONSOLIDATED
                                                  --------------------------------------------------------------------------
                                                                                (IN THOUSANDS)
AS OF MARCH 31, 2001:
Current assets:
     <S>                                          <C>             <C>             <C>             <C>             <C>
     Cash.....................................    $   11,017      $   (1,865)     $    4,863      $        -      $   14,015
     Trade accounts receivable and
       unbilled revenues......................        65,932          79,442          21,673               -         167,047
     Inventories..............................        47,012          38,125          29,055            (974)        113,218
     Other current assets.....................         5,368           1,369           3,188               -           9,925
                                                  --------------------------------------------------------------------------
        Total current assets..................       129,329         117,071          58,779            (974)        304,205
Net property, plant, and equipment............        34,599          32,722          17,951               -          85,272
Goodwill and other intangibles, net...........        38,992         236,583          46,621               -         322,196
Intercompany balances.........................       168,763        (334,599)        (63,864)        229,700               -
Other non-current assets......................       226,711         161,325          (2,017)       (350,679)         35,340
                                                  --------------------------------------------------------------------------
        Total assets..........................    $  598,394      $  213,102      $   57,470      $ (121,953)     $  747,013
                                                  ===========================================================================

Current liabilities...........................    $   39,673      $   39,851      $   21,966      $     (362)     $  101,128
Long-term debt, less current portion..........       400,137               2           3,815               -         403,954
Other non-current liabilities.................        15,529          15,804           2,734               -          34,067
                                                  --------------------------------------------------------------------------
        Total liabilities.....................       455,339          55,657          28,515            (362)        539,149
Shareholders' equity..........................       143,055         157,445          28,955        (121,591)        207,864
                                                  --------------------------------------------------------------------------
        Total liabilities and shareholders'
             equity...........................    $  598,394      $  213,102      $   57,470      $ (121,953)     $  747,013
                                                  ==========================================================================


FOR THE YEAR ENDED MARCH 31, 2001:
Net sales.....................................    $  252,128      $  379,477      $  119,475      $  (23,108)     $  727,972
Cost of products sold.........................       175,181         308,957          90,260         (23,017)        551,381
                                                  --------------------------------------------------------------------------
Gross profit..................................        76,947          70,520          29,215             (91)        176,591
Selling, general and administrative expenses..        39,800          30,522          20,117               -          90,439
Amortization of intangibles...................         2,011          11,543           2,429               -          15,983
                                                  --------------------------------------------------------------------------
                                                      41,811          42,065          22,546               -         106,422
                                                  --------------------------------------------------------------------------
Income from operations........................        35,136          28,455           6,669             (91)         70,169
Interest and debt expense.....................        37,019              45             578               -          37,642
Interest and other income.....................         1,621             293             303               -           2,217
                                                  --------------------------------------------------------------------------
Income before income tax expense..............          (262)         28,703           6,394             (91)         34,744
Income tax expense............................         1,729          14,672           3,161             (37)         19,525
                                                  --------------------------------------------------------------------------
Net (loss) income.............................    $   (1,991)     $   14,031      $    3,233      $      (54)     $   15,219
                                                  ==========================================================================
</TABLE>



                                      F-27

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


16.  SUMMARY FINANCIAL INFORMATION (CONTINUED)

<TABLE>
<CAPTION>
                                                                   DOMESTIC        FOREIGN
                                                    PARENT       SUBSIDIARIES    SUBSIDIARIES    ELIMINATIONS   CONSOLIDATED
                                                  --------------------------------------------------------------------------
                                                                                (IN THOUSANDS)
FOR THE YEAR ENDED MARCH 31, 2001:

OPERATING ACTIVITIES:
Cash provided by (used in) operating
<S>                                               <C>             <C>             <C>             <C>             <C>
  activities..................................    $   19,831      $     (123)     $    9,054      $   (1,072)     $   27,690

INVESTING ACTIVITIES:
Purchase of marketable securities, net........        (2,064)              -               -               -          (2,064)
Capital expenditures..........................        (4,419)         (5,021)           (799)              -         (10,239)
Net assets held for sale......................             -           5,002               -               -           5,002
                                                  ---------------------------------------------------------------------------
Net cash used in investing activities.........        (6,483)            (19)           (799)              -          (7,301)

FINANCING ACTIVITIES:
Net (payments) borrowings under revolving
  line-of-credit agreements...................        (3,000)              -             335               -          (2,665)
Repayment of debt.............................        (1,579)            (22)         (2,158)              -          (3,759)
Dividends paid................................        (3,995)              -          (1,072)          1,072          (3,995)
Other.........................................           489               -               -               -             489
                                                  --------------------------------------------------------------------------
Net cash (used in) provided by financing
   activities.................................        (8,085)            (22)         (2,895)          1,072          (9,930)
Effect of exchange rate changes on cash.......             -               -          (4,026)              -          (4,026)
                                                  --------------------------------------------------------------------------
Net change in cash and cash equivalents.......         5,263            (164)          1,334               -           6,433
Cash and cash equivalents at
   beginning of year..........................         5,754          (1,701)          3,529               -           7,582
                                                  --------------------------------------------------------------------------
Cash and cash equivalents at end of year......    $   11,017      $   (1,865)     $    4,863      $        -      $   14,015
                                                  ==========================================================================


As of and for the year  ended  March 31,  2000:

AS OF MARCH 31,  2000:
Current assets:
     Cash.....................................    $    5,754      $   (1,701)     $    3,529      $        -      $    7,582
     Trade accounts receivable and
       unbilled revenues......................        67,186          76,325          24,337               -         167,848
     Inventories..............................        47,238          34,552          27,384            (883)        108,291
     Other current assets.....................         3,402           7,714           4,337               -          15,453
                                                  --------------------------------------------------------------------------
        Total current assets..................       123,580         116,890          59,587            (883)        299,174
Net property, plant, and equipment............        35,807          32,218          19,272               -          87,297
Goodwill and other intangibles, net...........        41,336         248,121          50,146               -         339,603
Intercompany balances.........................       188,479        (351,292)        (66,245)        229,058               -
Other non-current assets......................       224,823         161,583          (1,977)       (350,679)         33,750
                                                  --------------------------------------------------------------------------
        Total assets..........................    $   614,025     $  207,520      $   60,783      $ (122,504)     $  759,824
                                                  ==========================================================================

Current liabilities...........................    $   45,663      $   45,304      $   21,325      $     (967)     $  111,325
Long-term debt, less current portion..........       404,269              13           5,976               -         410,258
Other non-current liabilities.................        14,026          18,042           2,720               -          34,788
                                                  --------------------------------------------------------------------------
        Total liabilities.....................       463,958          63,359          30,021            (967)        556,371
Shareholders' equity..........................       150,067         144,161          30,762        (121,537)        203,453
                                                  --------------------------------------------------------------------------
        Total liabilities and shareholders'
             equity...........................    $  614,025      $  207,520      $   60,783      $ (122,504)     $  759,824
                                                  ==========================================================================
</TABLE>

                                      F-28
<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


16.  SUMMARY FINANCIAL INFORMATION (CONTINUED)

<TABLE>
<CAPTION>

                                                                   DOMESTIC        FOREIGN
                                                    PARENT       SUBSIDIARIES    SUBSIDIARIES    ELIMINATIONS   CONSOLIDATED
                                                  --------------------------------------------------------------------------
                                                                                (IN THOUSANDS)

FOR THE YEAR ENDED MARCH 31, 2000:

<S>                                               <C>             <C>             <C>             <C>             <C>
Net sales.....................................    $  265,163      $  367,421      $  126,520      $  (22,850)     $  736,254
Cost of products sold.........................       186,225         300,332          92,514         (22,926)        556,145
                                                  --------------------------------------------------------------------------
Gross profit..................................        78,938          67,089          34,006              76         180,109
Selling, general and administrative expenses..        41,216          30,876          23,583               -          95,675
Amortization of intangibles......................      2,148          11,701           2,543               -          16,392
                                                  --------------------------------------------------------------------------
                                                      43,364          42,577          26,126               -         112,067
                                                  --------------------------------------------------------------------------
Income from operations........................        35,574          24,512           7,880              76          68,042
Interest and debt expense.....................        34,010              44             644               -          34,698
Interest and other income.....................           791             236             287               -           1,314
                                                  --------------------------------------------------------------------------
Income before income tax expense..............         2,355          24,704           7,523              76          34,658
Income tax expense............................         1,110          12,929           3,569             (30)         17,578
                                                  --------------------------------------------------------------------------
Net income....................................    $    1,245      $   11,775      $    3,954      $      106      $   17,080
                                                  ==========================================================================


FOR THE YEAR ENDED MARCH 31, 2000:

OPERATING ACTIVITIES:
Cash provided by (used in) operating
  activities..................................    $   23,591      $    7,575      $    7,135      $   (1,580)     $   36,721

INVESTING ACTIVITIES:
Purchase of marketable securities, net........        (3,318)              -               -               -          (3,318)
Capital expenditures..........................        (4,660)         (2,262)         (1,180)              -          (8,102)
Purchase of businesses, net of cash acquired..             -          (6,381)              -             (49)         (6,430)
Net assets held for sale......................             -          (1,058)              -               -          (1,058)
                                                  --------------------------------------------------------------------------
Net cash used in investing activities.........        (7,978)         (9,701)         (1,180)            (49)        (18,908)

FINANCING ACTIVITIES:
Proceeds from issuance of common stock........             3               -               -               -               3
Net payments under revolving
  line-of-credit agreements...................        (7,400)              -          (1,913)              -          (9,313)
Repayment of debt.............................        (1,783)             17            (748)              -          (2,514)
Dividends paid................................        (3,953)              1          (1,580)          1,580          (3,953)
Other.........................................           165               -               -               -             165
                                                  --------------------------------------------------------------------------
Net cash (used in) provided by financing
   activities.................................       (12,968)             17          (4,241)          1,580         (15,612)
Effect of exchange rate changes on cash.......             -               -          (1,535)             49          (1,486)
                                                  --------------------------------------------------------------------------
Net change in cash and cash equivalents.......         2,645          (2,109)            179               -             715
Cash and cash equivalents at
    beginning of year.........................         3,109             408           3,350               -           6,867
                                                  --------------------------------------------------------------------------
Cash and cash equivalents at end of year......    $    5,754      $   (1,701)     $    3,529      $        -      $    7,582
                                                  ==========================================================================

</TABLE>



                                      F-29

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


17.  BUSINESS SEGMENT INFORMATION

As a result of the way the Company manages the business, its reportable segments
are strategic business units that offer products with different characteristics.
The  most  defining  characteristic  is the  extent  of  customized  engineering
required on a  per-order  basis.  In  addition,  the  segments  serve  different
customer bases through differing methods of distribution.  The Company has three
reportable segments:  material handling products,  material handling solutions -
industrial, and material handling solutions - automotive. The Company's material
handling products segment sells hoists,  industrial cranes, chain,  attachments,
and other material  handling  products  principally to third party  distributors
through  diverse  distribution  channels,  and to a lesser  extent  directly  to
manufacturers and other end-users.  The material handling solutions industrial -
segment  sells   engineered   material   handling  systems  such  as  conveyors,
manipulators,  and lift tables primarily to end-users in the consumer  products,
manufacturing,  warehousing,  and, to a lesser extent, the steel,  construction,
automotive,  and other industrial  markets.  The material  handling  solutions -
automotive segment sells engineered material handling systems, mainly conveyors,
primarily to end-users in the automotive  industry.  The accounting  policies of
the  segments  are the same as those  described  in the  summary of  significant
accounting  policies.  Intersegment  sales  are  not  significant.  The  Company
evaluates  performance  based on operating  earnings of the respective  business
units prior to the effects of amortization.

Segment  information  as of and for the years ended March 31,  2001,  2000,  and
1999, is as follows:

<TABLE>
<CAPTION>

                                                               YEAR ENDED MARCH 31, 2001
                                                               -------------------------
                                                               SOLUTIONS -   SOLUTIONS -
                                                  PRODUCTS     INDUSTRIAL    AUTOMOTIVE        TOTAL
                                                  ---------------------------------------------------
                                                                        (IN THOUSANDS)

<S>                                               <C>           <C>           <C>           <C>
Sales to external customers...................    $ 478,898     $  68,055     $ 181,019     $ 727,972
Operating income before amortization..........       72,491         3,597        10,064        86,152
Depreciation and amortization.................       19,859         2,798         5,590        28,247
Total assets..................................      487,551        64,835       194,627       747,013
Capital expenditures..........................        9,889           297            53        10,239


                                                                YEAR ENDED MARCH 31, 2000
                                                                -------------------------
                                                                SOLUTIONS -   SOLUTIONS -
                                                  PRODUCTS      INDUSTRIAL    AUTOMOTIVE       TOTAL
                                                  ---------------------------------------------------
                                                                     (IN THOUSANDS)

Sales to external customers...................    $ 511,287     $  68,559     $ 156,408     $ 736,254
Operating income before amortization..........       75,371         6,771         2,292        84,434
Depreciation and amortization.................       19,843         3,077         5,616        28,536
Total assets..................................      505,461        65,994       188,369       759,824
Capital expenditures..........................        7,805           122           175         8,102





                                      F-30

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


17.  BUSINESS SEGMENT INFORMATION (CONTINUED)
                                                                YEAR ENDED MARCH 31, 1999
                                                                -------------------------
                                                                SOLUTIONS -   SOLUTIONS -
                                                  PRODUCTS      INDUSTRIAL    AUTOMOTIVE       TOTAL
                                                  ---------------------------------------------------
                                                                    (IN THOUSANDS)
Sales to external customers...................    $ 508,313     $  65,689     $ 161,443     $ 735,445
Operating income before amortization..........       78,945         6,691        14,925       100,561
Depreciation and amortization.................       18,559         3,045         5,652        27,256
Total assets..................................      517,774        68,520       180,617       766,911
Capital expenditures..........................       11,203         1,468           321        12,992

</TABLE>


The following provides a reconciliation of operating income before  amortization
to consolidated income before income tax expense:
<TABLE>
<CAPTION>
                                                                YEAR ENDED MARCH 31,
                                                                --------------------
                                                          2001          2000          1999
                                                       -------------------------------------
                                                                      (IN THOUSANDS)
<S>                                                    <C>           <C>           <C>
     Operating income before amortization..........    $  86,152     $  84,434     $ 100,561
     Amortization of intangibles...................      (15,983)      (16,392)      (15,479)
     Interest and debt expense.....................      (37,642)      (34,698)      (35,923)
     Interest and other income.....................        2,217         1,314         1,565
                                                       -------------------------------------
     Income before income tax expense..............    $  34,744     $  34,658     $  50,724
                                                       =====================================
</TABLE>

Financial information relating to the Company's operations by geographic area is
as follows:

<TABLE>
<CAPTION>
                                                                YEAR ENDED MARCH 31,
                                                                --------------------
                                                          2001          2000          1999
                                                       -------------------------------------
                                                                      (IN THOUSANDS)
     NET SALES:
<S>                                                    <C>           <C>           <C>
     United States.................................    $ 611,999     $ 609,734     $ 613,179
     Europe........................................       71,967        71,076        65,000
     Canada........................................       36,635        49,716        51,653
     Other.........................................        7,371         5,728         5,613
                                                       -------------------------------------
     Total.........................................    $ 727,972     $ 736,254     $ 735,445
                                                       =====================================


                                                                YEAR ENDED MARCH 31,
                                                                --------------------
                                                          2001          2000          1999
                                                       -------------------------------------
                                                                      (IN THOUSANDS)
     ASSETS:
     United States.................................    $ 625,679     $ 632,796     $ 634,720
     Europe........................................       94,908        95,601       100,317
     Canada........................................       21,936        27,130        28,265
     Other.........................................        4,490         4,297         3,609
                                                       -------------------------------------
     Total.........................................    $ 747,013     $ 759,824     $ 766,911
                                                       =====================================
</TABLE>


                                      F-31
<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


18.  SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED)

<TABLE>
<CAPTION>
                      (IN THOUSANDS, EXCEPT PER SHARE DATA)

                                                             THREE MONTHS ENDED                     YEAR ENDED
                                                             ------------------                     ----------
                                              JULY 2,      OCTOBER 1,  DECEMBER 31,    MARCH 31,     MARCH 31,
                                               2000           2000         2000          2001          2001
                                            ------------------------------------------------------------------
<S>                                         <C>           <C>           <C>           <C>           <C>
Net sales...............................    $ 188,378     $ 188,994     $ 175,078     $ 175,522     $ 727,972
Gross profit............................       47,214        44,990        39,534        44,853       176,591
Income from operations..................       20,378        18,680        13,672        17,439        70,169
Net income..............................        5,946         4,388         1,296         3,589        15,219
Net income per share - basic ...........         0.42          0.31          0.09          0.25          1.06
Net income per share - diluted..........         0.42          0.31          0.09          0.25          1.06


                                                             THREE MONTHS ENDED                     YEAR ENDED
                                                             ------------------                     ----------
                                              JULY 4,     OCTOBER 3,    JANUARY 2,     MARCH 31,     MARCH 31,
                                               1999          1999          2000          2000          2000
                                            ------------------------------------------------------------------
Net sales...............................    $ 181,601     $ 182,008     $ 174,173     $ 198,472     $ 736,254
Gross profit............................       47,113        39,732        43,405        49,859       180,109
Income from operations..................       20,866        11,573        16,176        19,427        68,042
Net income..............................        6,395           511         3,254         6,920        17,080
Net income per share - basic............         0.46          0.04          0.23          0.49          1.21
Net income per share - diluted..........         0.45          0.04          0.23          0.49          1.20


                                                             THREE MONTHS ENDED                     YEAR ENDED
                                                             ------------------                     ----------
                                             JUNE 28,    SEPTEMBER 27,  DECEMBER 27,   MARCH 31,     MARCH 31,
                                               1998          1998          1998          1999          1999
                                            ------------------------------------------------------------------
Net sales...............................    $ 184,616     $ 185,357     $ 186,995     $ 178,477     $ 735,445
Gross profit............................       47,313        47,042        47,396        50,719       192,470
Income from operations..................       21,223        20,578        21,402        21,879        85,082
Net income..............................        6,375         5,923         6,445         8,693        27,436
Net income per share - basic............         0.44          0.41          0.46          0.62          1.94
Net income per share -  diluted.........         0.44          0.41          0.46          0.62          1.92
</TABLE>


19.  ACCUMULATED OTHER COMPREHENSIVE LOSS

The components of accumulated other comprehensive loss are as follows:
<TABLE>
<CAPTION>
                                                                                MARCH 31,
                                                                           2001           2000
                                                                        ------------------------
                                                                                (IN THOUSANDS)
<S>                                                                     <C>           <C>
     Net unrealized investment (losses) gains - net of tax..........    $     (99)    $    2,832
     Minimum pension liability adjustment - net of tax..............       (1,123)          (682)
     Foreign currency translation adjustment........................      (12,805)        (7,766)
                                                                        ------------------------
     Accumulated other comprehensive loss...........................    $ (14,027)    $   (5,616)
                                                                        ========================

</TABLE>

The net tax  asset/(liability)  associated  with items  included in  accumulated
other  comprehensive  loss was  $815,000  and  ($1,433,000)  for 2001 and  2000,
respectively.


                                      F-32

<PAGE>

                          COLUMBUS MCKINNON CORPORATION

             NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)


20.  EFFECTS OF NEW ACCOUNTING PRONOUNCEMENTS

The Financial  Accounting  Standards Board (FASB) issued  Statement of Financial
Accounting Standards (SFAS) No. 133, "Accounting for Derivative  Instruments and
Hedging  Activities,"  in June of 1998.  The FASB issued SFAS No. 137 in June of
1999 which defers the effective  date of SFAS No. 133 to fiscal years  beginning
after June 15, 2000. SFAS No. 133 establishes accounting and reporting standards
for derivatives and hedging activities.  It requires that entities recognize all
derivatives  as either  assets or  liabilities  in the  statement  of  financial
position  and measure  those  instruments  at fair value.  Compliance  with this
statement would not have a material impact on the Company at the present time.

During May 2001,  the FASB  announced  that it has completed  its  deliberations
concerning business combinations and accounting for intangible assets. Two final
statements (one addressing business combinations and one addressing goodwill and
other  intangible  assets) are  expected to be issued in the latter half of July
2001.  The new  statement on business  combinations  will require the use of the
purchase method of accounting for all business combinations initiated after June
30, 2001.  The  statement on goodwill and other  intangible  assets will require
that existing goodwill or newly acquired goodwill and certain  intangible assets
will no longer be  amortized,  but will need to be tested for  impairment.  This
statement will be effective for fiscal years  beginning after December 15, 2001.
Early  adoption is permitted for  companies  with fiscal years  beginning  after
March 15,  2001,  provided  they have not issued their first  quarter  financial
statements.  In all cases the statement  must be adopted at the beginning of the
fiscal year. At the present time,  the Company has not  determined the impact of
adoption,  or its  expected  date of  adoption of the new  statement  addressing
goodwill and other intangible assets.


21.  SUBSEQUENT EVENT

In conjunction with the continuation of its strategic  integration  process, the
Company  announced  on June 4,  2001  that it  will  be  closing  a major  hoist
manufacturing  facility in Forrest City, Arkansas.  Cumulative charges including
lease  termination and separation  costs are expected to lead to an $8.8 million
pretax  charge in the first  quarter of fiscal 2002.  Pretax annual cost savings
associated  with the  closure are  expected  to reach $7.25  million per year by
fiscal 2003.












                                      F-33

<PAGE>

                          COLUMBUS MCKINNON CORPORATION
<TABLE>
<CAPTION>

                 SCHEDULE II--VALUATION AND QUALIFYING ACCOUNTS
                          MARCH 31, 2001, 2000 AND 1999
                              DOLLARS IN THOUSANDS

                                                                                ADDITIONS
                                                                                ---------
                                                          BALANCE AT    CHARGED TO    CHARGED TO                    BALANCE AT
                                                           BEGINNING    COSTS AND        OTHER                        END OF
                     DESCRIPTION                           OF PERIOD     EXPENSES      ACCOUNTS      DEDUCTIONS       PERIOD
                     -----------                           ---------     --------      ---------     ----------      ---------
Year ended March 31, 2001: Deducted from asset accounts:
     <S>                                                   <C>           <C>           <C>           <C>             <C>
     Allowance for doubtful accounts                       $   2,236     $   1,307     $       -     $   1,114(1)    $   2,429
     Slow-moving and obsolete inventory                        4,185         1,373             -         1,610(2)        3,948
                                                           ---------     ---------     ---------     ---------       ---------
          Total                                            $   6,421     $   2,680     $       -     $   2,724       $   6,377
                                                           =========     =========     =========     =========       =========
   Reserves on balance sheet:
     Accrued general and product liability costs           $  14,550     $   2,356     $       -     $   1,518(3)    $  15,388
                                                           =========     =========     =========     =========       =========

Year ended March 31, 2000: Deducted from asset accounts:

     Allowance for doubtful accounts                       $   2,271     $     979     $       -     $   1,014(1)    $   2,236
     Slow-moving and obsolete inventory                        4,295         1,776           112(4)      1,998(2)        4,185
                                                           ---------     ---------     ---------     ---------       ---------
          Total                                            $   6,566     $   2,755     $     112     $   3,012       $   6,421
                                                           =========     =========     =========     =========       =========
   Reserves on balance sheet:
     Accrued general and product liability costs           $  11,416     $   3,368     $       -     $     234(3)    $  14,550
                                                           =========     =========     =========     =========       =========

Year ended March 31, 1999: Deducted from asset accounts:

     Allowance for doubtful accounts                       $   2,511     $     743     $     (27)(5) $     956(1)    $   2,271
     Slow-moving and obsolete inventory                        4,684         1,884          (592)(5)     1,681(2)        4,295
     Reserve against non-current receivable                      600             -             -           600(6)            -
                                                           ---------     ---------    ----------     ---------       ---------
          Total                                            $   7,795     $   2,627    $     (619)    $   3,237       $   6,566
                                                           =========     =========    ==========     =========       =========
   Reserves on balance sheet:
     Accrued general and product liability costs           $  11,688     $   3,265    $        -     $   3,537(3)    $  11,416
                                                           =========     =========    ==========     =========       =========
--------
(1) Uncollectible accounts written off, net of recoveries
(2) Obsolete inventory disposals
(3) Insurance  claims  and  expenses  paid
(4) Reserves  at date of acquisition of  subsidiaries
(5) Reserves at date of disposal of subsidiary
(6) Receivable deemed to be collectible in its entirety
</TABLE>

                                      F-34

<PAGE>


ITEM 9.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
-------   ---------------------------------------------------------------
          FINANCIAL DISCLOSURES
          ---------------------

     None.

















































                                       33

<PAGE>

                                    PART III
                                    --------

ITEM 10.   DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
--------   ---------------------------------------------------

     The  information   regarding   Directors  and  Executive  Officers  of  the
Registrant will be included in a Proxy Statement to be filed with the Commission
prior to July 29, 2001.

ITEM 11.   EXECUTIVE COMPENSATION
--------   ----------------------

     The  information  regarding  Executive  Compensation  will be included in a
Proxy Statement to be filed with the Commission prior to July 29, 2001.

ITEM 12.   SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
--------   --------------------------------------------------------------

     The information  regarding  Security Ownership of Certain Beneficial Owners
and  Management  will be  included  in a Proxy  Statement  to be filed  with the
Commission prior to July 29, 2001.

ITEM 13.   CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
--------   ----------------------------------------------

     The information  regarding Certain  Relationships and Related  Transactions
will be included in a Proxy  Statement to be filed with the Commission  prior to
July 29, 2001.

                                     PART IV
                                     -------

ITEM 14.   EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON FORM 8-K.
--------   -----------------------------------------------------------------

(a)(1)   FINANCIAL STATEMENTS:
         --------------------

         The following  consolidated  financial  statements of Columbus McKinnon
         Corporation are included in Item 8:


     REFERENCE                                                          PAGE NO.
     ---------                                                          --------

           Report of Independent Auditors                                   F-2

           Consolidated balance sheets - March 31, 2001 and 2000            F-3

           Consolidated statements of income - Years ended
               March 31, 2001, 2000 and 1999                                F-4

           Consolidated statements of shareholders' equity - Years ended
               March 31, 2001, 2000 and 1999                                F-5

           Consolidated statements of cash flows - Years ended
               March 31, 2001, 2000 and 1999                                F-6

           Notes to consolidated financial statements                F-7 - F-33


                                       34
<PAGE>

(a)(2)   FINANCIAL STATEMENT SCHEDULE:                                  PAGE NO.
         -----------------------------                                  --------

           Schedule II - Valuation and qualifying accounts                 F-34

           All other  schedules  for which  provision is made in the  applicable
           accounting  regulation of the Securities and Exchange  Commission are
           not required under the related  instructions or are  inapplicable and
           therefore have been omitted.

(a)(3)   EXHIBITS:
         ---------


EXHIBIT
NUMBER
-------

 2.1          Agreement and Plan of Merger dated  August 24, 1996 among Columbus
         McKinnon   Corporation,   L  Acquisition   Corporation   and  Spreckels
         Industries,  Inc. (known as Yale International,  Inc.) (incorporated by
         reference to Exhibit (c)(1) to the Company's  Tender Offer Statement on
         Schedule 14D-1 dated August 30, 1996).

 2.2          Offer to Purchase  by L Acquisition  Corporation  dated August 30,
         1997, as revised  (incorporated  by reference to Exhibit  (a)(1) to the
         Company's  Tender Offer  Statement  on Schedule  14D-1 dated August 30,
         1997, as amended by Amendment No. 1 dated September 18, 1996, Amendment
         No. 2 dated September 27, 1996,  Amendment No. 3 dated October 4, 1996,
         Amendment No. 4 dated October 9, 1996 Amendment No. 5 dated October 13,
         1996 and Amendment No. 6 dated October 17, 1996).

 3.1          Restated   Certificate  of   Incorporation   of   the   Registrant
         (incorporated by reference to Exhibit 3.1 to the Company's Registration
         Statement No. 33-80687 on Form S-1 dated December 21, 1995).

 3.2          Amended  By-Laws of  the Registrant  (incorporated by reference to
         Exhibit 3 the Company's Current Report on Form 8-K dated May 17, 1999).

 4.1          Specimen Common  Share  Certificate  (incorporated by reference to
         Exhibit 4.1 to the Company's  Registration  Statement  No.  33-80687 on
         Form S-1 dated December 21, 1995).

 4.2          First Amendment and Restatement of Rights  Agreement,  dated as of
         October 1, 1998,  between  Columbus  McKinnon  Corporation and American
         Stock  Transfer  & Trust  Company,  as Rights  Agent  (incorporated  by
         reference  to  Exhibit 4 to the  Company's  Current  Report on Form 8-K
         dated October 29, 1998).

 4.3          Indenture among  Columbus  McKinnon  Corporation,   the guarantors
         named on the  signature  pages  thereto and State Street Bank and Trust
         Company,  N.A., as trustee (incorporated by reference to Exhibit 4.1 to
         the Company's Current Report on Form 8-K dated April 9, 1998).



                                       35

<PAGE>

 4.4          Supplemental Indenture among LICO, Inc., Automatic Systems,  Inc.,
         LICO  Steel,  Inc.,  Columbus  McKinnon  Corporation,  Yale  Industrial
         Products,  Inc.,  Mechanical  Products,  Inc., Minitec  Corporation and
         State Street Bank and Trust Company,  N.A., as trustee, dated March 31,
         1998 (incorporated by reference to Exhibit 4.3 to the Company's Current
         Report on form 8-K dated April 9, 1998).

 4.5          A/B   Registration  Rights   Agreement  among  Columbus   McKinnon
         Corporation,  the guarantors  named on the signature  pages thereto and
         Bear,  Stearns  & Co.,  Inc.  and  Goldman,  Sachs  & Co.,  as  initial
         purchasers  (incorporated  by reference to Exhibit 4.2 to the Company's
         Current Report on Form 8-K dated April 9, 1998).

 4.6          Second Supplemental Indenture  among Abell-Howe Crane, Inc., LICO,
         Inc.,  Automatic  Systems,  Inc. LICO Steel,  Inc.,  Columbus  McKinnon
         Corporation,  Yale  Industrial  Products Inc. and State Street Bank and
         Trust  Company,  N.A.,  as  trustee,  dated  as of  February  12,  1999
         (incorporated  by  reference  to Exhibit  4.6 to the  Company's  Annual
         Report on Form 10-K for the fiscal year ended March 31, 1999).

 4.7          Third  Supplemental  Indenture  among  G.L. International,   Inc.,
         Gaffey,  Inc.,  Handling  Systems and Conveyors,  Inc.,  Larco Material
         Handling Inc.,  Abell-Howe Crane, Inc., LICO, Inc.,  Automatic Systems,
         Inc., LICO Steel, Inc., Columbus McKinnon Corporation,  Yale Industrial
         Products,  Inc.  and State  Street  Bank and Trust  Company,  N.A.,  as
         trustee,  dated as of March  1,  1999  (incorporated  by  reference  to
         Exhibit 4.7 to the Company's  Annual Report on Form 10-K for the fiscal
         year ended March 31, 1999).

 4.8          Fourth Supplemental  Indenture among Washington Equipment Company,
         G.L. International, Inc., Gaffey, Inc., Handling Systems and Conveyors,
         Inc., Larco Material Handling Inc.,  Abell-Howe Crane, Inc.,  Automatic
         Systems,  Inc., LICO Steel, Inc., Columbus McKinnon  Corporation,  Yale
         Industrial  Products,  Inc.  and State  Street Bank and Trust  Company,
         N.A.,  as  trustee,  dated as of  November  1,  1999  (incorporated  by
         reference to Exhibit  10.2 to the  Company's  quarterly  report on form
         10-Q for the quarterly period ended October 3, 1999).

10.1          Amended and Restated Term  Loan Agreement by and  among Fleet Bank
         of New York,  Columbus  McKinnon  Corporation and Kenneth G. McCreadie,
         Peter A. Grant and Robert L.  Montgomery,  Jr., as  Trustees  under the
         Columbus McKinnon Corporation Employee Stock Ownership Trust Agreement,
         dated March 31, 1993  (incorporated by reference to Exhibit 10.2 to the
         Company's  Registration  Statement  No.  33-80687  on  Form  S-1  dated
         December 21, 1995).

10.2          Amendment No. 1 to Amended and Restated Term Loan Agreement, dated
         March 31, 1993, by and among Fleet Bank of New York,  Columbus McKinnon
         Corporation  and  Kenneth  G.  McCreadie,  Peter A. Grant and Robert L.
         Montgomery,  Jr. as trustees  under the Columbus  McKinnon  Corporation
         Employee  Stock  Ownership  Trust  Agreement,  dated  October  27, 1994
         (incorporated   by  reference   to  Exhibit   10.3  to  the   Company's
         Registration  Statement  No.  33-80687 on Form S-1 dated  December  21,
         1995).


                                       36

<PAGE>

10.3          Amendment No. 2 to Amended and Restated Term Loan Agreement by and
         among  Fleet  Bank,  Columbus  McKinnon   Corporation  and  Kenneth  G.
         McCreadie,  Peter A.  Grant and  Robert L.  Montgomery,  Jr.  under the
         Columbus McKinnon Corporation Employee Stock Ownership Trust Agreement,
         dated  November 2, 1995  (incorporated  by reference to Exhibit 10.4 to
         the Company's  Registration  Statement  No.  33-80687 on Form S-1 dated
         December 21, 1995).

10.4          Amendment No. 3 to Amended and Restated Term Loan Agreement by and
         among Fleet Bank,  Columbus  McKinnon  Corporation and Karen L. Howard,
         Timothy R. Harvey, and Robert L. Montgomery,  Jr. as trustees under the
         Columbus McKinnon  Corporation Employee Stock Ownership Trust Agreement
         (incorporated  by  reference to Exhibit  10.4 to the  Company's  Annual
         Report on Form 10-K for the fiscal year ended March 31, 1999).

10.5          Loan  Agreement  by  and  among  Columbus   McKinnon   Corporation
         Employee Stock  Ownership  Trust,  Columbus  McKinnon  Corporation  and
         Marine Midland Bank, dated October 27, 1994  (incorporated by reference
         to Exhibit 10.5 to the Company's Registration Statement No. 33-80687 on
         Form S-1 dated December 21, 1995).

10.6          Amended and  Restated Term  Loan Agreement by  and among  Columbus
         McKinnon Corporation Employee Stock Ownership Trust,  Columbus McKinnon
         Corporation and Marine Midland Bank, dated August 5, 1996 (incorporated
         by  reference to Exhibit 10.6 to the  Company's  Annual  Report on Form
         10-K for the fiscal year ended March 31, 1999).

10.7          First Amendment to Amended and Restated Term Loan Agreement by and
         among Columbus  McKinnon  Corporation  Employee Stock Ownership  Trust,
         Columbus  McKinnon  Corporation and Marine Midland Bank,  dated October
         16, 1996  (incorporated  by reference to Exhibit 10.7 to the  Company's
         Annual Report on Form 10-K for the fiscal year ended March 31, 1999).

10.8          Second Amendment to Amended and  Restated  Term Loan  Agreement by
         and among Columbus McKinnon Corporation Employee Stock Ownership Trust,
         Columbus McKinnon  Corporation and Marine Midland Bank, dated March 31,
         1998 (incorporated by reference to Exhibit 10.8 to the Company's Annual
         Report on Form 10-K for the fiscal year ended March 31, 1999).

10.9          Third Amendment to Amended and Restated Term Loan Agreement by and
         among Columbus  McKinnon  Corporation  Employee Stock Ownership  Trust,
         Columbus  McKinnon  Corporation and Marine Midland Bank, dated November
         30, 1998  (incorporated  by reference to Exhibit 10.9 to the  Company's
         Annual Report on Form 10-K for the fiscal year ended March 31, 1999).

10.10         Agreement by  and among  Columbus  McKinnon  Corporation  Employee
         Stock Ownership Trust, Columbus McKinnon Corporation and Marine Midland
         Bank, dated November 2, 1995 (incorporated by reference to Exhibit 10.6
         to the Company's  Registration Statement No. 33-80687 on Form S-1 dated
         December 21, 1995).






                                       37

<PAGE>

10.11         Credit  Agreement,  dated  as of  March 31,  1998, among  Columbus
         McKinnon Corporation,  as Borrower,  the banks,  financial institutions
         and other  institutional  lenders named  therein,  as Initial  Lenders,
         Fleet National Bank, as the Initial Issuing Bank,  Fleet National Bank,
         as the Swing Line Bank, and Fleet National Bank, as the  Administrative
         Agent  (incorporated  by  reference  to Exhibit  10.2 to the  Company's
         Current Report on Form 8-K dated April 9, 1998).

10.12         First Amendment, dated as of  September 23,  1998,  to the  Credit
         Agreement,  dated  as  of  March  31,  1998,  among  Columbus  McKinnon
         Corporation,  as Borrower,  the banks, financial institutions and other
         institutional lenders named therein, as Initial Lenders, Fleet National
         Bank, as the Initial  Issuing Bank,  Fleet  National Bank, as the Swing
         Line  Bank  and  Fleet  National  Bank,  as  the  Administrative  Agent
         (incorporated  by reference to Exhibit 10.1 to the Company's  Quarterly
         Report on Form 10-Q for the quarterly period ended September 27, 1998).

10.13         Second Amendment, dated as of February  12, 1999,  to  the  Credit
         Agreement,  dated  as  of  March  31,  1998,  among  Columbus  McKinnon
         Corporation,  as Borrower,  the banks, financial institutions and other
         institutional leaders named therein, as Initial Lenders, Fleet National
         Bank, as the Initial  Issuing Bank,  Fleet  National Bank, as the Swing
         Line  Bank  and  Fleet  National  Bank,  as  the  Administrative  Agent
         (incorporated  by reference to Exhibit  10.13 to the  Company's  Annual
         Report on Form 10-K for the fiscal year ended March 31, 1999).

10.14         Third  Amendment dated  as of  November  16,  1999, to  the Credit
         Agreement,  dated  as  of  March  31,  1998,  among  Columbus  McKinnon
         Corporation,  as the Borrower,  the banks,  financial  institutions and
         other institutional  lenders named therein,  as Initial Lenders,  Fleet
         National Bank, as the Initial Issuing Bank, Fleet National Bank, as the
         Swing Line Bank and Fleet  National Bank, as the  Administrative  Agent
         (incorporated  by reference to Exhibit 10.1 to the Company's  Quarterly
         Report on Form 10-Q for the quarterly period ended October 3, 1999).

10.15         Fourth Amendment and Waiver, dated as of February 15, 2000, to the
         Credit  Agreement,  dated as of March 31, 1998, among Columbus McKinnon
         Corporation,  as the Borrower,  the banks,  financial  institutions and
         other institutional  lenders named therein,  as Initial Lenders,  Fleet
         National Bank, as the Initial Issuing Bank, Fleet National Bank, as the
         Swing Line Bank and Fleet  National Bank, as the  Administrative  Agent
         (incorporated  by reference to Exhibit 10.1 to the Company's  Quarterly
         Report on Form 10-Q for the quarterly period ended January 2, 2000).

10.16         Fifth  Amendment, dated as of September 28,  2000, to  the  Credit
         Agreement,   dated  as  of  March  31,1998,   among  Columbus  McKinnon
         Corporation,  as the Borrower,  the banks,  financial  institutions and
         other institutional  lenders named therein,  as Initial Lenders,  Fleet
         National Bank, as the Initial Issuing Bank, Fleet National Bank, as the
         Swing Line Bank and Fleet  National Bank, as the  Administrative  Agent
         (incorporated  by reference to Exhibit 10.1 to the Company's  Quarterly
         Report on Form 10-Q for the quarterly period ended October 1, 2000).




                                       38

<PAGE>

10.17         Sixth  Amendment,  dated as  of February 5,  2001,  to the  Credit
         Agreement,  dated  as  of  March  31,  1998,  among  Columbus  McKinnon
         Corporation,  as the Borrower,  the banks,  financial  institutions and
         other institutional  lenders named therein,  as Initial Lenders,  Fleet
         National Bank, as the Initial Issuing Bank, Fleet National Bank, as the
         Swing Line Bank and Fleet  National Bank, as the  Administrative  Agent
         (incorporated  by reference to Exhibit 10.1 to the Company's  Quarterly
         Report on Form 10-Q for the quarterly period ended December 31, 2000).

#10.18        Seventh  Amendment,  dated as  of June  26, 2001,  to  the  Credit
         Agreement,  dated  as  of  March  31,  1998,  among  Columbus  McKinnon
         Corporation,  as the Borrower,  the banks,  financial  institutions and
         other institutional  lenders named therein,  as Initial Lenders,  Fleet
         National Bank, as the Initial Issuing Bank, Fleet National Bank, as the
         Swing Line Bank and Fleet National Bank, as the Administrative Agent.

*10.19        Columbus  McKinnon   Corporation  Employee  Stock  Ownership  Plan
         Restatement  Effective  April 1, 1989  (incorporated  by  reference  to
         Exhibit 10.23 to the Company's  Registration  Statement No. 33-80687 on
         Form S-1 dated December 21, 1995).

*10.20        Amendment  No. 1  to the  Columbus McKinnon  Corporation  Employee
         Stock Ownership Plan as Amended and Restated as of April 1, 1989, dated
         March 2,  1995  (incorporated  by  reference  to  Exhibit  10.24 to the
         Company's  Registration  Statement  No.  33-80687  on  Form  S-1  dated
         December 21, 1995).

*10.21        Amendment  No. 2 to  the Columbus  McKinnon  Corporation  Employee
         Stock Ownership Plan, dated October 17, 1995 (incorporated by reference
         to Exhibit  10.38 to the  Company's  Annual Report on Form 10-K for the
         fiscal year ended March 31, 1997).

*10.22        Amendment No. 3 to  the  Columbus  McKinnon  Corporation  Employee
         Stock Ownership Plan,  dated March 27, 1996  (incorporated by reference
         to Exhibit  10.39 to the  Company's  Annual Report on Form 10-K for the
         fiscal year ended March 31, 1997).

*10.23        Amendment No. 4  of the  Columbus  McKinnon  Corporation  Employee
         Stock Ownership Plan as Amended and Restated as of April 1, 1989, dated
         September  30, 1996  (incorporated  by reference to Exhibit 10.1 to the
         Company's  Quarterly Report on Form 10-Q for the quarterly period ended
         September 30, 1996).

*10.24        Amendment No. 5  to the  Columbus  McKinnon  Corporation  Employee
         Stock Ownership Plan as Amended and Restated as of April 1, 1989, dated
         August 28, 1997  (incorporated  by  reference  to Exhibit  10.37 to the
         Company's  Annual  Report on Form 10-K for the fiscal  year ended March
         31, 1998).

*10.25        Amendment No. 6 to the Columbus  McKinnon  Corporation  Employee
         Stock Ownership Plan as Amended and Restated as of April 1, 1989, dated
         June 24,  1998  (incorporated  by  reference  to  Exhibit  10.38 to the
         Company's  Annual  Report on Form 10-K for the fiscal  year ended March
         31, 1998).


                                       39

<PAGE>

*10.26        Amendment No. 7 to  the  Columbus  McKinnon  Corporation  Employee
         Stock Ownership Plan as Amended and Restated as of April 1, 1989, dated
         April 30,  2000  (incorporated  by  reference  to Exhibit  10.24 to the
         Company's  Annual  Report on Form 10-K for the fiscal  year ended March
         31, 2000).

*10.27        Columbus  McKinnon  Corporation  Personal  Retirement Account Plan
         Trust  Agreement,  dated April 1, 1987  (incorporated  by  reference to
         Exhibit 10.25 to the Company's  Registration  Statement No. 33-80687 on
         Form S-1 dated December 21, 1995).

*10.28        Amendment No. 1  to the  Columbus  McKinnon  Corporation  Employee
         Stock  Ownership  Trust  Agreement  (formerly  known  as  the  Columbus
         McKinnon  Corporation Personal Retirement Account Plan Trust Agreement)
         effective  November 1, 1988 (incorporated by reference to Exhibit 10.26
         to the Company's  Registration Statement No. 33-80687 on Form S-1 dated
         December 21, 1995).

*10.29        Amended  and  Restated  Columbus McKinnon  Corporation  Management
         EVA(R)  Incentive  Compensation  Plan  (incorporated  by  reference  to
         Exhibit  10.27 to the  Company's  Annual  Report  on Form  10-K for the
         fiscal year ended March 31, 2000).

*10.30        Amendment and  Restatement of  Columbus McKinnon Corporation  1995
         Incentive Stock Option Plan (incorporated by reference to Exhibit 10.25
         to the  Company's  Annual Report on Form 10-K for the fiscal year ended
         March 31, 1999).

*10.31        Columbus McKinnon Corporation Restricted Stock Plan  (incorporated
         by reference to Exhibit 10.28 to the Company's  Registration  Statement
         No. 33-80687 on Form S-1 dated December 21, 1995).

*10.32        Amendment  and  Restatement  of  Columbus   McKinnon   Corporation
         Non-Qualified  Stock Option Plan  (incorporated by reference to Exhibit
         10.27 to the  Company's  Annual Report on Form 10-K for the fiscal year
         ended March 31, 1999).

*10.33        Columbus   McKinnon   Corporation    Thrift  [401(k)  Plan]   1989
         Restatement  Effective  January 1, 1998  (incorporated  by reference to
         Exhibit  10.2 to the  Company's  Quarterly  Report on Form 10-Q for the
         quarterly period ended December 27, 1998).

*10.34        Amendment  No. 1 to the  1998 Plan  Restatement  of  the  Columbus
         McKinnon  Corporation  Thrift  401(K)  Plan,  dated  December  10, 1998
         (incorporated  by reference to Exhibit  10.29 to the  Company's  Annual
         Report on Form 10-K for the fiscal year ended March 31, 1999).

*10.35        Amendment  No. 2 to  the 1998  Plan  Restatement of  the  Columbus
         McKinnon   Corporation   Thrift  401  (K)  Plan,  dated  June  1,  2000
         (incorporated  by reference to Exhibit  10.33 to the  Company's  Annual
         Report on Form 10-K for the fiscal year ended March 31, 2000).





                                       40

<PAGE>


*10.36        Columbus McKinnon Corporation Thrift [401(k)] Plan Trust Agreement
         Restatement  Effective  August 9, 1994  (incorporated  by  reference to
         Exhibit 10.32 to the Company's  Registration  Statement No. 33-80687 on
         Form S-1 dated December 21, 1995).

*10.37        Columbus McKinnon Corporation  Monthly  Retirement   Benefit  Plan
         Restatement  Effective  April 1, 1998  (incorporated  by  reference  to
         Exhibit  10.1 to the  Company's  Quarterly  Report on Form 10-Q for the
         quarterly period ended December 27, 1998).

*10.38        Amendment  No. 1 to  the 1998  Plan  Restatement of  the  Columbus
         McKinnon  Corporation  Monthly  Retirement Benefit Plan, dated December
         10, 1998  (incorporated  by reference to Exhibit 10.32 to the Company's
         Annual Report on Form 10-K for the fiscal year ended March 31, 1999).

*10.39        Amendment  No. 2 to  the 1998  Plan  Restatement of  the  Columbus
         McKinnon  Corporation  Monthly  Retirement  Benefit Plan, dated May 26,
         1999  (incorporated  by  reference  to Exhibit  10.33 to the  Company's
         Annual Report on Form 10-K for the fiscal year ended March 31, 1999).

*10.40        Columbus  McKinnon  Corporation  Monthly Retirement  Benefit  Plan
         Trust  Agreement  effective  as  of  April  1,  1987  (incorporated  by
         reference to Exhibit 10.34 to the Company's  Registration Statement No.
         33-80687 on Form S-1 dated December 21, 1995).

*10.41        Form  of  change in  Control  Agreement as  entered  into  between
         Columbus McKinnon Corporation and each of Timothy T. Tevens,  Robert L.
         Montgomery,  Jr.,  Ned T.  Librock,  Karen L.  Howard,  Lois H. Demler,
         Timothy  R.  Harvey,  John  Hansen  and Neal  Wixson  (incorporated  by
         reference to Exhibit 10.33 to the Company's  Annual Report on Form 10-K
         for the fiscal year ended March, 31, 1998).

10.42         Stock  Purchase  Agreement,  dated  as  of  March 11, 1998,  among
         Columbus  McKinnon  Corporation  and the  shareholders  of  LICO,  Inc.
         identified on the signature pages thereto (incorporated by reference to
         Exhibit 10.1 to the Company's Current Report on Form 8-K dated April 9,
         1998).

10.43         Agreement  and Plan of  Merger,  dated  as of  February  16, 1999,
         by and among Columbus McKinnon Corporation, GL International,  Inc. and
         Larco Industrial Services,  Ltd.  (incorporated by reference to Exhibit
         10.37 to the  Company's  Annual Report on Form 10-K for the fiscal year
         ended March 31, 1999).

10.44         Columbus McKinnon Corporation  - GL International Inc.  1997 Stock
         Option  Plan  (incorporated  by  reference  to  Exhibit  10.38  to  the
         Company's  Annual  Report on Form 10-K for the fiscal  year ended March
         31, 1999).

10.45         Columbus McKinnon  Corporation - Larco Industrial  services,  Ltd.
         1997 Stock Option Plan  (incorporated  by reference to Exhibit 10.39 to
         the  Company's  Annual  Report on Form 10-K for the  fiscal  year ended
         March 31, 1999).


                                       41

<PAGE>

*10.46        Form of  Stay Agreement as entered into between Columbus  McKinnon
         Corporation and each of Timothy T. Tevens,  Robert L. Montgomery,  Jr.,
         Ned T. Librock,  Karen L. Howard,  and Joseph J. Owen  (incorporated by
         reference to Exhibit 10.44 to the Company's  Annual Report on Form 10-K
         for the fiscal year ended March 31, 2000).

10.47         Amendment  to Form  of  Stay Agreement  as  entered  into  between
         Columbus McKinnon Corporation and each of Timothy T. Tevens,  Robert L.
         Montgomery,  Jr., Ned T. Librock,  Karen L. Howard,  and Joseph J. Owen
         (incorporated  by reference to Exhibit 10.2 to the Company's  Quarterly
         Report on Form 10-Q for the quarterly period ended December 31, 2000).

#21.1         Subsidiaries of the Registrant.

#23.1         Consent of Ernst & Young LLP.

#99.1         Form 11-K  Columbus McKinnon Corporation  Employee Stock Ownership
         Plan Annual Report for the year ended March 31, 2001.


* INDICATES A MANAGEMENT CONTRACT OR COMPENSATION PLAN OR ARRANGEMENT.

#  FILED HEREWITH


(b)      REPORTS ON FORM 8-K:

         On February 20, 2001,  the Company  filed a Current  Report on Form 8-K
         with respect to a press  release  issued to announce the  completion of
         its previously  announced review of strategic  alternatives to maximize
         shareholder value, including a sale or merger of the Company.

         On June 4, 2001,  the Company  filed a Current  Report on Form 8-K with
         respect  to a press  release  issued to  announce  a major  step in its
         facility  rationalization program with the closure of its Forrest City,
         Arkansas plant.




















                                       42

<PAGE>


                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, as amended,
the registrant has duly caused this  registration  statement to be signed on its
behalf by the undersigned,  thereunto duly  authorized,  in the City of Buffalo,
State of New York on June 29, 2001.

                                      COLUMBUS McKINNON CORPORATION

                                      By: /S/    TIMOTHY T. TEVENS
                                          -----------------------------
                                                 Timothy T. Tevens
                                          President and Chief Executive Officer


         Pursuant to the  requirements of Section 13 or 15 (d) of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned, thereunto duly authorized.



          SIGNATURE                        TITLE                        DATE
          ---------                        -----                        ----

/S/ TIMOTHY T. TEVENS             President, Chief Executive      June 29, 2001
------------------------------
    Timothy T. Tevens                Officer and Director
                                    (Principal Executive Officer)

/S/ ROBERT L. MONTGOMERY, JR.     Executive Vice President,       June 29, 2001
------------------------------
    Robert L. Montgomery, Jr.        Chief Financial Officer
                                     and Director(Principal
                                     Financial Officer and
                                     Principal Accounting Officer)

/S/ HERBERT P. LADDS, JR.         Chairman of the Board           June 29, 2001
------------------------------
    Herbert P. Ladds, Jr.             of Directors

/S/ RANDOLPH A. MARKS             Director                        June 29, 2001
------------------------------
    Randolph A. Marks

/S/ L. DAVID BLACK                Director                        June 29, 2001
------------------------------
    L. David Black

/S/ CARLOS PASCUAL                Director                        June 29, 2001
------------------------------
    Carlos Pascual

/S/ RICHARD H. FLEMING            Director                        June 29, 2001
------------------------------
    Richard H. Fleming



                                       43