SAFE HARBOR COMPLIANCE STATEMENT

                PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
         SAFE HARBOR COMPLIANCE STATEMENT FOR FORWARD-LOOKING STATEMENTS

The Private  Securities  Litigation  Reform Act of 1995 provides a "safe harbor"
for forward-looking statements. Management believes that this Form 10-K includes
forward-looking  statements  which reflect the views of the Company with respect
to future events and financial performance. These forward-looking statements are
subject to  uncertainties  and other factors that could cause actual  results to
differ  materially from such statements.  These  uncertainties and other factors
include, but are not limited to, uncertainties  relating to economic conditions,
customer  plans and  commitments,  the cost of raw  materials,  the  competitive
environment in which the Company operates,  and changes in the financial markets
relating to the Company's capital  structure and cost of capital.  Statements in
this Form 10-K,  including the Notes to  Consolidated  Financial  Statements and
Management's  Discussion  and  Analysis of  Financial  Condition  and Results of
Operations,  describe factors,  among others,  that could contribute to or cause
such differences.  Additional  factors that could cause actual results to differ
materially from those expressed in such forward-looking  statements are detailed
below.  The words  "believe,"  "expect,"  "anticipate,"  "project,"  and similar
expressions identify forward-looking statements, which speak only as of the date
the statement was made.

RISK FACTORS

     NO LONG-TERM  SUPPLIER OF GOLF CLUB GRIPS.  In December  1996,  Royal Grip,
Inc.   ("RG")  and  Acushnet   Rubber  Company   ("Acushnet")   entered  into  a
manufacturing  and supply agreement  whereby RG outsourced the  manufacturing of
its golf club grips to Acushnet.  Additionally,  the two parties entered into an
agreement resulting in the transfer of RG's manufacturing  equipment to Acushnet
under a capital lease.  Since January 1997, RG has purchased the majority of its
supply of non-cord,  injected grips from Acushnet.  In May 1999, RG and Acushnet
executed a mutual release agreement  terminating their  manufacturing and supply
agreement and capital lease agreement (the "Termination Agreement"). The Company
believes that its current  inventory of grips is sufficient to satisfy  customer
demand through December 31, 2000. The Company is currently purchasing grips from
various  suppliers and believes it has an adequate  source of supply to meet its
current  and  anticipated  future  customer  needs.  However,  there  can  be no
assurance  that the  transition to new  suppliers  will not result in production
delays  or the loss of sales  and key  customers  which  would  have a  material
adverse effect on the Company's financial condition and results of operations.

     DEPENDENCE ON "RIFLE" SHAFT SALES. The Company is  substantially  dependent
on sales of "Rifle" golf club shafts which  constituted  62%, 56% and 40% of the
Company's  total net sales during the fiscal years ended May 31, 2000,  1999 and
1998, respectively.  While the Company's management believes that demand for the
"Rifle"  shaft should  remain high for the next several  years,  there can be no
assurance  that sales of the  "Rifle"  shaft will not  decline or that the Rifle
shaft will maintain its  profitability.  Decreases in sales or  profitability of
the  "Rifle"  shaft  could  have a  material  adverse  effect  on the  Company's
business, operating results and financial condition.

     DEPENDENCE ON  DISCRETIONARY  CONSUMER  SPENDING.  Sales of golf  equipment
historically have been dependent on discretionary  spending by consumers,  which
may be adversely affected by general economic conditions, changing consumer golf
trends and the popularity of golf in general. Any period of economic uncertainty
or decline that impacts consumer spending,  any decrease in consumer spending on
golf equipment for whatever  reason or changes in consumer  preferences for golf
products could have a material adverse effect on the Company's business, results
of operations and financial condition.

     COMPETITION.  The golf  equipment  industry  is highly  competitive  and is
characterized by numerous companies competing in various segments of the market.
Many of the Company's competitors have greater name recognition,  more extensive
engineering,  manufacturing and marketing  capabilities,  and greater financial,
technological  and  personnel  resources  than the  Company.  Efforts  to remain
competitive  with  these  rival  sports  equipment  manufacturers  may cause the
Company  to accept  lower  profit  margins,  which  could  adversely  impact the
Company's business,  operating results and financial condition.  There can be no
assurance  that the Company will be able to compete  successfully  in the future
with existing or new competitors.

     DEPENDENCE ON OEMS, CUSTOMER  CONCENTRATION.  The Company's major customers
are original equipment  manufacturers ("OEMs") which sell finished golf products
primarily to sporting goods stores and specialty retailers of golf equipment and
recreational  products.  A decision by these OEM customers to manufacture  their
own grips and shafts or to acquire  grips and shafts from sources other than the
Company could have a material adverse effect on the Company's business,  results
of  operations  and  financial  condition  as could  changes  in the  purchasing
patterns, inventory levels and advertising and marketing strategies of these OEM
customers.

     The Company is  significantly  dependent  on sales to  Precision  Japan and
Taylor Made Golf which,  in the aggregate,  represented  46%, 40% and 35% of the
Company's  total net sales for the fiscal  years  ended May 31,  2000,  1999 and
1998,  respectively.  Precision Japan accounted for 19% of golf club shaft sales
and 73% of golf club grip sales during fiscal 2000. Taylor Made Golf represented
22% of shaft  sales and less  than 1% of grip  sales  during  fiscal  2000.  The
Company  does not have a supply  agreement  with Taylor  Made Golf.  The loss of
sales to either of these  companies  could have a significant  adverse impact on
the Company's business.

     Because of the historical  volatility of consumer  demand for specific golf
clubs, as well as continued competition from alternative  suppliers,  sales to a
given  customer in a prior period may not  necessarily  be  indicative of future
sales. The loss of a significant  customer or a substantial decrease in sales to
a significant customer could adversely affect the Company's business,  operating
results and financial condition.

     SEASONALITY; FLUCTUATIONS IN OPERATING RESULTS. The Company is dependent on
golf-related  product  sales  and  golf  is  generally  a  warm  weather  sport.
Therefore,  the  Company's  business is seasonal.  The Company has  historically
enjoyed its strongest  sales in the third and fourth fiscal  quarters  ending in
February and May because the Company's  customers  build up inventory  levels in
anticipation  of sales in the spring and summer,  the principal  selling seasons
for golf-related  products. In order to minimize the effect of this seasonality,
the Company may build  product  inventories  during the first and second  fiscal
quarters  ending  in August  and  November  based on  management's  estimate  of
customer  demand  for the  Company  products  in the  third  and  fourth  fiscal
quarters.  This strategy allows the Company to use its production resources more
efficiently  and have inventory on hand to meet its  customers'  demand but also
exposes  the  Company to the risk of  materially  inaccurate  estimates.  If the
Company  underestimates the demand for its products, the Company may not be able
to  deliver  products  to its  customers  in a timely  fashion.  If the  Company
overestimates  the demand for its products,  the Company may have to sell excess
inventory  at  severely  discounted  prices.  Either  event may have a  material
adverse  effect on the  Company's  business,  operating  results  and  financial
condition.

     ENVIRONMENTAL  RISKS.  The  Company is subject  to  environmental  laws and
regulations that impose workplace  standards and limitations on the discharge of
pollutants  into the  environment  and establish  standards for the handling and
disposal of waste products. The nature of the Company's Torrington,  Connecticut
golf club shaft manufacturing operations could expose the Company to the risk of
claims with regard to environmental matters.

     In May 1996, the Company acquired  substantially all the assets of the golf
club shaft  manufacturing  business of  Brunswick  Corporation  (the  "Brunswick
Acquisition").  Included  in  the  acquired  assets  were  land,  buildings  and
equipment at the Company's Torrington,  Connecticut  manufacturing facility (the
"FMP  plant").  In  conjunction  with  the  Brunswick   Acquisition,   Brunswick
Corporation  agreed to indemnify the Company from  potential  liability  arising
from  certain  environmental  matters  and to  remediate  certain  environmental
conditions which existed at the FMP plant on the date of acquisition.  Brunswick
Corporation has engaged an  environmental  consulting firm to perform testing at
the FMP plant and is in the process of developing a plan of remediation. Failure
of Brunswick  Corporation  to fulfill its  obligations  under the asset purchase
contract  could  have a  material  adverse  effect  on the  Company's  financial
condition and results of operations.  The Company has retained legal counsel for
representation  on  various  environmental  matters  related  to  the  Brunswick
Acquisition.  Total  legal fees  incurred  related to these  matters  during the
fiscal year ended May 31, 2000 were approximately $0.1 million.

     The  Company  received  a notice  of  violation  ("NOV")  from the State of
Connecticut Department of Environmental Protection ("DEP") alleging violation of
certain provisions of a permit related to the discharge of treated wastewater at
the FMP plant.  This permit was issued to the Company in February  1997 based on
an application  prepared by Brunswick  Corporation in April 1996. In April 2000,
the Company reached a settlement agreement with DEP discharging the Company from
any civil  liability  with  respect to the  allegations  in the NOV,  subject to
completion  and  approval of certain  remedial  measures  at the FMP plant.  The

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Company incurred approximately $0.2 million in capital expense to complete these
remedial  measures  during the fiscal year ended May 31, 2000 and, in June 2000,
obtained a certification  from DEP that the work was  satisfactorily  completed.
The Company is seeking  reimbursement from Brunswick Corporation for the cost of
remediation and legal fees incurred in conjunction with this matter.

     In April 2000, the Company received a request for information from the U.S.
Environmental  Protection  Agency  ("EPA")  related to disposal and treatment of
waste materials from the FMP plant during a period from 1982 to 1997. The EPA is
currently  conducting  an  investigation   regarding  the  former  National  Oil
Services, Inc. Superfund site in West Haven, Connecticut. National Oil Services,
Inc.  was,  prior  to its  bankruptcy,  a  contractor  used by the  Company  and
Brunswick Corporation to treat and dispose non-hazardous waste oils from the FMP
plant.  EPA has not issued any demands for  reimbursement or performance of work
from the Company relating to this matter and there is not sufficient information
at this time to determine  what, if any, action EPA may pursue and what, if any,
effect  it  may  have  on the  Company's  financial  condition  and  results  of
operations.

     During  the  fiscal  year  ended  May  31,  2000,   the  Company   incurred
approximately  $1.1  million in capital  expense  to  upgrade  FMP's  wastewater
treatment  facilities to comply with new U.S.  Environmental  Protection  Agency
("EPA")  mandates on water quality adopted by the State of Connecticut.  Upgrade
of these  systems is complete  and  approved by the  Connecticut  Department  of
Environmental  Protection,  and the  Company  does  not  anticipate  significant
additional cost related to the upgrade of these systems.

     There can be no assurance  that  additional  material  costs or liabilities
will not be incurred in connection  with  environmental  laws and regulations in
the future or that  governmental  requirements  will not change in a manner that
imposes material costs or liabilities on the Company.

     FOREIGN   SALES   RISKS.   The  Company  is   significantly   dependent  on
international  sales which  represented  33%, 29% and 20% of the Company's total
net  sales  during  the  fiscal  years  ended  May  31,  2000,  1999  and  1998,
respectively.  International  sales  expose  the  Company  to  additional  risks
inherent in doing business abroad.  These risks include,  but are not limited to
delays  in  shipment;  export  controls,  embargoes,  tariffs  and  other  trade
barriers; foreign government regulation,  political instability,  and changes in
economic  conditions;  and adverse  fluctuations  in foreign  exchange rates and
exchange  controls.  Any of these risks may result in the loss of  international
sales or a decline in the profitability of international  sales which could have
a  material  adverse  effect on the  Company's  business,  operating  results or
financial   condition.   Sales  to  Precision  Japan,  the  Company's  exclusive
distributor  for  Japan,  accounted  for  84%,  85%  and  80% of  the  Company's
international  sales during the fiscal years ended May 31, 2000,  1999 and 1998,
respectively. The loss of sales to Precision Japan could have a material adverse
effect on the Company's business, operating results and financial condition.

     TRADE UNION.  Most employees of the Company at its Torrington,  Connecticut
plant are  represented  by a trade  union for  collective  bargaining  purposes.
Although the Company  currently  believes its relations with employees are good,
there is no assurance  that work  stoppages or slowdowns will not be experienced
in the  future.  Any work  stoppage or  slowdown  could have a material  adverse
effect on the Company's business, results of operations and financial condition.

     LIMITED HISTORY.  The Company's golf club shaft  manufacturing  facility in
Torrington, Connecticut dates back over a century and the facility's manufacture
of shafts  dates  back to the  1920's.  However,  three  different  owners  have
operated the facility.  Most recently,  in 1996 a group of investors  joined the
then current management in acquiring substantially all of the assets and certain
liabilities of the golf shaft manufacturing business from Brunswick Corporation.
In  August  1997,  RP  acquired  RG.  Consequently,  the  Company  has a limited
operating history.  There can be no assurance that the results of such a limited
history  or  of  the  predecessor   operations  will  be  indicative  of  future
performance.

     NEW PRODUCT  INTRODUCTIONS.  The Company  believes that the introduction of
new,  innovative  golf club  shafts  and golf club  grips will be crucial to its
future  success.  New models and basic design changes are frequently  introduced
into the golf industry but are often met with consumer  rejection.  Although the
Company has achieved certain successes in the introduction of previous products,
no  assurances  can be given  that it will be able to  continue  to  design  and
manufacture  products  that meet with  market  acceptance.  In  addition,  prior
successful  designs may be rendered obsolete within a relatively short period of
time as new  products  are  introduced  into the market.  The design of new golf
equipment is also greatly  influenced by rules and  interpretations of the USGA.
Although the golf equipment  standards  established by the USGA generally  apply
only to  competitive  events  sanctioned  by that  organization,  it has  become
critical for designers of new products to assure compliance with USGA standards.
Although  the  Company  believes  that all of its grips and shafts  comply  with
current USGA  standards,  no assurance  can be given that any new products  will
receive USGA  approval or that existing  USGA  standards  will not be altered in
ways that adversely affect the sales of products.

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     PRODUCT PROTECTION AND INTELLECTUAL  PROPERTY. The Company currently relies
upon a combination of patents,  copyrights,  trademarks and trade secret laws to
establish and protect certain of its proprietary  rights in its products.  There
can be no  assurance  that the steps taken by the Company in this regard will be
adequate to prevent  misappropriation  of  proprietary  property  rights or that
competitors  will  not  independently   develop  proprietary  property  that  is
substantially equivalent or superior.

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