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                                                                   EXHIBIT 99.2



Joel Linzner (CSBN 077211)
Rita E. Tautkus (CSBN 162090)
CROSBY, HEAFEY, ROACH & MAY
Professional Corporation
1999 Harrison Street
P.O. Box 2084
Oakland, CA 94604-2084
Telephone: (510) 763-2000
Facsimile: (510) 273-8832

Attorneys for Plaintiff
THE COAST DISTRIBUTION SYSTEM, INC., 
a California corporation.



             SUPERIOR COURT OF CALIFORNIA - COUNTY OF SANTA CLARA


THE COAST DISTRIBUTION SYSTEM,          No. CV753561
INC., a California corporation,        
                                        COMPLAINT FOR:
                Plaintiff,              1.  BREACH OF WRITTEN CONTRACTS
                                        2.  ACCOUNTING
        vs.                             3.  FRAUD
                                        4.  UNJUST ENRICHMENT
THE DOMETIC CORPORATION, an             5.  BREACH OF WRITTEN CONTRACT
Indiana corporation and WHITE           6.  MISAPPROPRIATION OF TRADE
CONSOLIDATED INDUSTRIES, INC.,              SECRETS
a Delaware corporation,                 

                Defendants.
                                      
--------------------------------------  ---------------------------------------


        Plaintiff, The Coast Distribution System, Inc. ("Coast") alleges as
follows:

        1.  Coast is a California corporation with its principal place of
business in San Jose, California. Coast is in the business of distributing
recreational vehicle ("RV") replacement parts and accessory products to RV
dealers, supply stores and service centers throughout the United States and
Canada.




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        2.  Defendant, The Dometic Corporation, is a former Indiana corporation
with its principal place of business in Elkhart, Indiana. Upon information and
belief, Coast alleges that on December 31, 1994, The Dometic Corporation was
merged into its corporate parent, White Consolidated Industries, Inc., a
Delaware corporation with its principal place of business in Cleveland, Ohio.
White Consolidated Industries, Inc. continues to do business as The Dometic
Corporation and the disappearing corporation and the surviving corporation will
be referred to herein as "Dometic."

        3.  Dometic is (and at all relevant times has been) in the business of
manufacturing RV accessory products (awnings, air conditioners, microwave ovens
and refrigerators) and replacement parts for those products. Until the present
time, Dometic has brought its products to the market either by selling them
through RV manufacturers or through RV parts and accessories distributors such
as Coast.

        4.  Venue is proper in this Court because the contracts at issue in
this action were negotiated and executed in Santa Clara County and were to be
performed, in part, in Santa Clara County. Moreover, the fraudulent conduct
about which Coast complains occurred in Santa Clara County and it caused harm
to Coast in Santa Clara County.


                            FIRST CAUSE OF ACTION
                            ---------------------
                        (BREACH OF WRITTEN CONTRACTS)

        5.  Coast incorporates by reference the allegations of paragraphs 1-4,
above.

        6.  On August 8, 1990, Coast and Dometic entered into a written
contract for the distribution of Dometic products by Coast. The contract was



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intended to memorialize the beginning of a "long term relationship" between
Coast and Dometic. The August 8, 1990 distributorship agreement was effective
October 1, 1990, for a one year period, but it was renewed by the parties in
1991, 1992, 1993 and 1994, each time for a two year period. Copies of the 1991,
1992, 1993 and 1994 distributorship agreements are attached as Exhibits A, B, C
and D, respectively.

        7.  Coast has performed all conditions, covenants and promises required
to be performed by Coast in accordance with the terms of the 1991, 1992, 1993
and 1994 distributorship agreements, except for those whose performance have
been excused or prevented by Dometic.

        8.  Beginning with the distributorship agreement effective October 1,
1991, each contract contained a covenant by Dometic in Paragraph 7 that "[i]f
Dometic reduces its pricing to any of its five (5) major customers during the
term of this contract the pricing to [Coast] will be reduced proportionally."

        9.  Coast is informed and believes, and on that basis alleges, that on
several occasions after October 1, 1991, includng occasions within four years
of the filing date of this action, Dometic reduced the prices it charged for RV
awnings, air conditioners, microwave ovens and refrigerators to some or all of
its five major customers. In breach of Paragraph 7 of the 1991, 1992, 1993 and
1994 distributorship agreements, Dometic failed to reduce proportionally the
prices it charged Coast for its awning, air conditioner, microwave oven and
refrigerator products.


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        10.  As a direct result of Dometic's breaches of Paragraph 7 of the
1991, 1992, 1993 and 1994 distributorship agreements, Coast has been damaged in
an amount presently unknown but, upon information and belief, estimated to be
in excess of $10 million.


                            SECOND CAUSE OF ACTION
                            ----------------------
                                 (Accounting)

        11.  Coast incorporates by reference the allegations of paragraphs 1-4
and 6-9, above.

        12.  The precise amount of money owed to Coast by Dometic pursuant to
Paragraph 7 of the 1991, 1992, 1993 and 1994 distributorship agreements cannot
be ascertained without a complete accounting of Dometic's books and records to
determine the identities of its five largest customers during the relevant
periods and the price reduction(s) each received on awnings, air conditioners,
microwave ovens or refrigerators.


                            THIRD CAUSE OF ACTION
                            ---------------------
                                   (Fraud)

        13.  Coast incorporates by reference the allegations of paragraphs 1-4
and 6-9, above.

        14.  Each time Dometic renewed the distributorship agreement with
Coast, it promised in Paragraph 7 of the written contracts that Dometic would
reduce Coast's prices proportionally if it reduced the prices it charged any of
its five major customers. The proportional price reductions which Dometic
promised to provide to Coast were a material term of the parties' bargain and
provided a substantial inducement to Coast to enter the distributorship
agreements.



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        15.  At the time Dometic entered the 1992, 1993 and 1994 distributorship
agreements with Coast, Dometic knew that it was in breach of Paragraph 7 of the
prior distributorship agreement and Dometic did not intend to perform the
promises set forth in Paragraph 7 of each new contract. Dometic made the false
promises about the price reductions it would grant Coast for the purpose of
inducing Coast to renew its distributorship for a series of successive two year
periods.

        16.  In entering the 1992, 1993 and 1994 distributorship agreements
with Dometic, Coast was unaware of the falsity of Dometic's Paragraph 7
promises and, in renewing the distributorship agreements for successive two
year periods, Coast justifiably relied upon Dometic's promises that Coasts'
prices would be reduced proportionally if Dometic reduced its prices to any of
its five major customers.

        17.  As a direct result of Dometic's fraudulent conduct, Coast has been
damaged in an amount exceeding $10 million.

        18.  Insofar as Dometic's fraudulent course of conduct has been willful
and malicious, Coast is entitled to an award of exemplary damages.


                            FOURTH CAUSE OF ACTION
                            ----------------------
                             (Unjust Enrichment)

        19.  Coast incorporates by reference the allegations of paragraphs 1-4,
6-9 and 14-16, above.

        20.  As a result of the wrongful conduct alleged herein, Dometic has
unjustly retained money which, in the form of lower prices, rebates or
discounts,


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should have been paid to Coast. If would be inequitable to permit Dometic to be
unjustly enriched at Coast's expense. Dometic should be compelled to pay to
Coast all sums by which it has been unjustly enriched over the terms of the
1991, 1992, 1993 and 1994 distributorship agreements.


                            FIFTH CAUSE OF ACTION
                            ---------------------
                         (Breach of Written Contract)

        21.  Coast incorporates by reference the allegations of paragraphs 1-4
and 6-7, above.

        22.  Beginning with the distributorship agreement effective October 1,
1991, each contract contained a representation and a covenant by Dometic in
Paragraph 9 that, "It is not Dometic's intent to increase its distribution base
during the life of this contract and will not, unless unforseen circumstances
arise."

        23.  Notwithstanding the express covenant in Paragraph 9 of the 1994
distributorship agreement that Dometic would not increase its distribution base
prior to the expiration of that contract on September 30, 1996, and the
contract's implied covenant of good faith and fair dealing, Dometic informed
Coast in August 1995 that it would bypass all of its distributors, including
Coast, and sell its RV accessory products and replacement parts directly to RV
dealers, supply stores and service centers beginning January 1, 1996. In
October 1995, Dometic informed Coast's major customers of its plan to bypass
Coast and sell direct and Dometic disparaged Coast's distributorship services.
Dometic's announced plan to sell its products directly to Coast's customers
beginning January 1, 1996 constitutes an anticipatory breach and repudiation of
the 1994 distributorship agreement.
                
                                                                        

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        24.  As a direct result of Dometic's breach of Paragraph 9 of the 1994
distributorship agreement and the implied covenant of good faith and fair
dealing, Coast will suffer lost sales of Dometic products and suffer losses in
an amount presently unknown but in excess of the jurisdictional minimum of this
Court.


                            SIXTH CAUSE OF ACTION
                            ---------------------
                     (Misappropriation Of Trade Secrets)

        25.  Coast incorporates by reference the allegations of paragraphs 1-4
and 22-23, above.

        26.  At the time it negotiated and executed the 1990 distributorship
agreement, Dometic led Coast to believe that the parties would establish and
maintain a long term relationship whereby Coast would become the primary
warehouse distributor of Dometic's products in the United States. Pursuant to
the parties' agreement, Coast stopped distributing competing brands of RV
awnings, air conditioners, microwave ovens and refrigerators, concentrating on
the distribution and marketing of Dometic products. During the life of that
relationship, Dometic frequently referred to Coast as its "partner" and the
parties developed a mutual trust and confidence in one another for the purpose
of successfully promoting Dometic products.

        27.  To better distribute Dometic products, Coast developed -- at its
own expense -- an advanced computer system for taking orders, invoicing
customers and tracking sales at the point of purchase. Coast's computerized
system enabled it to develop a detailed customer list of 4,000 customers across
the United States and Canada (including the name of the individual responsible
for purchasing RV parts and accessories), their shippping addresses, their
billing address, prices and rebates. Coasts' computer system also tracked each


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customer's purchases and sales, by item, so that Coast is able to rank the
amount of business done with each customer in each of Coast's 13 regions.

        28.  Coast's customer information has been maintained by Coast as
confidential material and the organized data is not generally known or readily
ascertainable by the public through lawful means. Coast's confidential customer
information has actual and potential value to Coast's competitors who sell RV
parts and accessories to RV dealers, supply stores and service centers and it
constitutes a trade secret.

        29.  In the context of the confidential and the mutually dependent
distributor relationship between Coast and Dometic, Coast shared its
confidential customer information, and access to its computer system, with
Dometic. However, Coast never granted Dometic permission to use Coast's
confidential customer information for any purpose unrelated to the parties'
mutual performance of the written distributorship agreements.

        30.  Upon information and belief, Coast alleges that Dometic has
misappropriated Coast's confidential customer information by copying it and
using it to solicit Coast's most profitable customers to purchase Dometic goods
directly from Dometic. Dometic's plans to use Coast's confidential customer
information to identify those Coast customers who rank in the top 20% (measured
by volume) and, using the confidential information regarding Coast's prices,
terms and rebates to the particular customer, solicit them with more favorable
prices, terms and rebates.

        31.  The misappropriation and misuse of Coast's confidential customer
information by Dometic will provide Dometic with an unearned, competitive


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advantage and it will erode the deserved competitive advantage Coast should
enjoy against Dometic as Dometic attempts to enter the distribution market.

        32.  Coast has no adequate remedy at law for the injuries threatened as
a result of Dometic's misappropriation of Coast's trade secrets. Unless the
misappropriation of Coast's trade secrets is enjoined by the Court, Coast will
suffer irreparable harm to its competitive position and its customer
relationships.

        33.  As a proximate result of the misappropriation of Coast's trade
secrets, Coast has suffered damages in an amount presently unknown, but in
excess of the jurisdictional minimum of this Court.

        34.  Insofar as the misappropriation of Coast's trade secrets by
Dometic was willful and malicious, Coast is entitled to an award of exemplary
damages.


                              PRAYER FOR RELIEF
                              -----------------

        WHEREFORE, Coast prays for judgment against Dometic as follows:

        1.  For an award of Coast's compensatory and consequential damages;

        2.  For a formal accounting of all gains, profits and advantages
derived by Dometic from its wrongful conduct;

        3.  For an award equal to the sum by which Dometic has been unjustly
enriched;




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        4.  For an award of exemplary damages;

        5.  For an award of interest at the legal rate;

        6.  For an award of Coast's reasonable attorneys' fees and costs of
suit; and

        7.  For such other and further relief as the Court deems appropriate.

        DATED: October 31, 1995


                                        CROSBY, HEAFEY, ROACH & MAY
                                        Professional Corporation


                                        By  /s/ JOEL LINZNER
                                            ------------------------------------
                                            Joel Linzner
                                            Attorneys for Plaintiff
                                            THE COAST DISTRIBUTION SYSTEM, INC.,
                                            a California corporation



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