Exhibit 99.1

RISK FACTORS

Fluctuations in oil and natural gas prices could adversely  affect us because we
sell a significant portion of our products to the energy industry.

Our principal products consist of oil country tubular goods and line pipe. Sales
of these products to the energy industry  constitute the most significant source
of our revenues.  In fact,  revenues from the sale of oil country  tubular goods
and line pipe to the energy industry  accounted for  approximately  54%, 56% and
70%  of  our  total  sales  for  fiscal  1999,  fiscal  1998  and  fiscal  1997,
respectively. Demand for these products depends primarily upon the number of oil
and  natural gas wells being  drilled,  completed  and worked over in the United
States and Canada and the depth and  drilling  conditions  of these  wells.  The
level of these activities is primarily  dependent on current and anticipated oil
and natural gas prices. Many factors,  such as the supply and demand for oil and
natural gas, general  economic  conditions and global weather  patterns,  affect
these prices.  As a result,  the future level and  volatility of oil and natural
gas prices are uncertain.

The  volatility  and cyclical  nature of steel prices may  adversely  affect our
business.

Purchased steel  represents  slightly more than two-thirds of our costs of goods
sold. As a result, the steel industry,  which is highly volatile and cyclical in
nature,  affects our business both positively and negatively.  Numerous factors,
most of which are beyond our control, drive the cycles of the steel industry and
influence steel prices. Some of these factors are:

* general economic conditions;
* industry capacity utilization;
* import duties and other trade restrictions; and
* currency exchange rates.

Consistent with the cyclical nature of the steel industry, our major supplier of
steel announced three price decreases from  mid-September  1998 through November
19998 and has announced five price  increases  since  December 1998.  Changes in
steel prices can affect the pricing  levels of our products.  In response to any
increases in steel costs, we seek to maintain our profit margin by attempting to
increase  the price of our  products.  However,  increases  in the prices of our
products often do not fully  compensate for steel price  increases and generally
lag several months behind increases in steel prices.  As a result,  we typically
have a limited ability to recover increases in steel costs.

We may lose business to competitors  who are larger than us or who produce their
own steel.

Some or our  competitors  are larger and have greater  financial  and  marketing
resources and business  diversification  than us. These  companies may be better
able than us to successfully endure downturns in either the energy or industrial
sectors.  Also, many of our larger  competitors are integrated steel producers -
producers  who make  their own raw  materials  rather  than  purchase  their raw
materials in the open market.  During periods of strong steel demand,  we may be
at a competitive  disadvantage to these integrated competitors.  The oil country
tubular goods and structural product markets are largely commodity in nature and
as a result, price competition is of particular importance.

The level of imports of oil country  tubular goods into the U.S.  market,  which
has been reduced by trade relief now in place, impacts demand for our products.

The  level  of  imports  of  oil  country   tubular  goods,   which  has  varied
significantly  overtime,  affects the domestic oil country tubular goods market.
High levels of imports reduce the volume sold by domestic  producers and tend to
suppress  selling prices,  both of which have an adverse impact on our business.
We believe that U.S. import levels are affected by, among other things:

* U.S. and overall world demand for oil country tubular goods;
* the trade practices of and government subsidies to foreign producers; and
* the presence or absence of antidumping and countervailing duty orders.

Since  1986,  the level of imports of oil  country  tubular  goods from  Canada,
Israel and Taiwan has been greatly reduced by the existence of antidumping  duty
orders  covering  imports from these countries and a  countervailing  duty order
covering imports from Israel.  In addition,  since 1995, the level of imports of
oil country tubular goods from  Argentina,  Italy,  Japan,  Korea and Mexico has
been  greatly  reduced by the  existence  of  antidumping  duty orders  covering
imports from these countries and a  countervailing  duty order covering  imports
from  Italy.  The  orders  also have had a  beneficial  impact on prices for oil
country tubular goods in the U.S. market.

Antidumping and countervailing  duty orders require special duties to be imposed
in amounts  designed  to offset  unfair  pricing and  government  subsidization,
respectively. Once an order is in place, each year foreign producers, importers,
domestic producers and other parties may request an  "administrative  review" to
determine the duty rates to be applied to imports during the preceding  year, as
well as the duty deposit rates for future imports from the companies  covered by
the review. In addition, a company that did not ship to the United States during
the original period  examined by the U.S.  government may request a "new shipper
review" to obtain its own duty rate on an expedited basis.

Antidumping  and  countervailing  duty  orders  may be  revoked  as a result  of
periodic "sunset reviews." An individual  exporter also may obtain revocation as
to itself under certain  circumstances.  The U.S.  government is now  conducting
sunset review of the orders covering Canada and Taiwan, which are expected to be
completed by May 2000.  The U. S.  government  is  scheduled  to conduct  sunset
review  of the  orders  covering  Argentina,  Italy,  Japan,  Korea  and  Mexico
beginning  in August  2000.  These review are expected to be completed by August
2001. The U.S.  government will revoke the antidumping and  countervailing  duty
orders  covering  imports  from Israel  effective  January 1, 2000,  because the
domestic  industry  did not request  sunset  review of these orders based on its
belief that  imports  from Israel are not  significant  in the U.S.  oil country
tubular goods market.  If the orders covering  imports from  Argentina,  Canada,
Italy,  Japan,  Korea,  Mexico and Taiwan are  revoked in full or in part or the
duty rates lowered,  we could be exposed to increased  competition  from imports
that could have a material adverse effect on our business.

Industry inventory levels affect our sales and net income.

Industry inventory levels of our products, and in particular oil country tubular
goods, can change  significantly from period to period. These changes can have a
direct  adverse effect on the demand for new production of energy and industrial
products when customers  draw from inventory  rather than purchase new products.
Although  industry  inventory  levels of oil country tubular goods have steadily
declined through fiscal 1999, we believe that  industry-wide oil country tubular
goods  inventory  is at or below  normal  levels in relation to current  demand.
Additionally,  months  of  supply  of  inventory,  which  defines  the  level of
inventory in terms of current monthly demand,  has fluctuated due to contracting
demand.  The above normal industry  inventory levels and upward  fluctuations in
months of supply have had and may continue to have an adverse impact on us.

Our plans for the new large-diameter facility may not be successful.

An important part of our growth strategy is our ability to  successfully  expand
our current  product lines,  offer new products lines and enter new markets.  We
are  devoting  significant  resources  to this  strategy.  To this  end,  we are
currently  planning  to open a new  large-diameter  facility  that will  produce
products with larger  diameters than we currently  manufacture.  Opening the new
facility may expose us to risks including:

* intense competition in the larger diameter product lines;
* the current industry-wide overcapacity in these product lines; and
* potential unforeseen or higher than expected costs.

Any of these  risks  could  adversely  affect or prevent  the success of the new
facility.

Our cold drawn tubing business may not be successful.

Our  recent  entry  into the cold  drawn  tubing  market  has  required  capital
expenditures  of  approximately  $14.2 million as of September 30, 1999. We have
not  generated a profit to date and cannot assure you that we will be successful
in achieving  significant sales levels or profitability in the cold drawn tubing
market.

Seasonal  fluctuations  which  affect our  customers  may affect  demand for our
products.

We, as well as the oil country  tubular  goods  industry in general,  experience
seasonal  fluctuations  in  demand  for  our  products.  For  instance,  weather
conditions  during the first half of the calendar  year  normally  make drilling
operations more difficult.  For this reason,  domestic drilling activity and the
corresponding  demand for our oil country  tubular goods generally will be lower
during our second and third  fiscal  quarters,  as  compared  with the first and
fourth fiscal quarters.  We also believe we experience seasonal  fluctuations in
demand for our industrial  products,  particularly  those sold to the automotive
industry.  However, the timing of such fluctuations may differ from fluctuations
experienced in the oil country tubular goods market.

We depend on a few suppliers for a significant  portion of our steel, and a loss
of one or more  significant  suppliers  could  affect our ability to produce our
products.

In fiscal  1999,  we  purchased  in excess of 90% of the steel for our  Arkansas
facilities from a single  supplier,  and 80% of the steel for our Texas facility
from three  suppliers.  The loss of any of these  suppliers or  interruption  of
production at one or more of the suppliers could have a material  adverse effect
on our business, financial conditions and results of operations.

We depend on a few  distributors  for a significant  portion of our net sales of
oil country tubular goods,  and a loss of one or more  significant  distributors
could affect our ability to sell our products.

In fiscal 1999,  Sooner Pipe & Supply Corp.  and McJunkin  Appalachian  Oilfield
accounted for 26% of our net sales.  In fiscal 1998,  National  Oilwell  Supply,
Inc.  accounted  for 14% of our net sales for each  year.  In fiscal  1997,  two
distributors,  National Oilwell and Master Tubulars,  Inc., accounted for 25% of
our net sales. Four  distributors,  including  National  Oilwell,  have recently
combined to become Sooner Pipe & Supply Corp.,  one of the largest  distributors
of oil country tubular goods. We cannot yet determine  whether this  combination
will have any  significant  impact on our sales or  margins.  The loss of any of
these  distributors  could  have a  material  adverse  effect  on our  business,
financial condition and results of operations.

The  operations  of our  customers  expose us to  potential  products  liability
claims.

Drilling  for oil and natural gas involves a variety of risks that can result in
significant  losses.  Actual or claimed defects in our products may give rise to
claims  against  us for these  losses.  The use of  structural  tubing  can also
involve risks.  Actual or claimed  defects in these pipe and tubing products can
also expose us to claims for damages.  We maintain  insurance  coverage  against
potential  product  liability claims in amounts which we believe to be adequate.
We have not historically  incurred material product liability costs, nor have we
experienced  difficulties in obtaining or maintaining adequate product liability
insurance  coverage.  However,  we may incur product  liability in excess of our
insurance  coverage or incur other  uninsured  costs,  and we may not be able to
maintain adequate insurance coverage levels in the future.

Compliance  with and changes to laws  regulating  the  operation of our business
could adversely affect our performance.

Our  business  is  subject  to  numerous  local,  state  and  federal  laws  and
regulations  concerning  environmental and safety matters.  We cannot assure you
that future changes and compliance  within these laws and  regulations  will not
have a material effect on our operations.