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                                                                  EXHIBIT 10(ee)

                              RIVIERA TOOL COMPANY

                                 CODE OF ETHICS

INTRODUCTION

The Senior Financial Officers of Riviera Tool Company (the "Company") and
members of the Company's Finance Department ("Finance Members") hold an
important and elevated role in corporate governance, Senior Financial Officers
and Finance Members are vested with both the responsibility and authority to
protect, balance, and preserve the interests of all stakeholders, including
shareholders, clients, employees, suppliers, and citizens of the communities in
which business is conducted. Senior Financial Officers and Finance Members
fulfill this responsibility by prescribing, enforcing, and adhering to the Code
of Ethics (the "Code").

PURPOSE

To establish and document the principles that Senior Financial Officers and
Finance Members are expected to adhere to and advocate.

POLICY

It is the Company's policy for its Senior Financial Officers and Finance Members
to promote and follow a code of ethics that ensures all stakeholders' interest
are appropriate balanced, protected and preserved.

RESPONSIBILITIES

It is the responsibility of the Senior Financial Officers and Finance Members to
abide by this Code, as well as, any other applicable Company policies or
guidelines. Any violation of this Code may result in disciplinary action, up to
and including immediate termination.

PROCEDURES

     I.   Honest and Ethical Conduct

          Senior Financial Officers and Finance Members will:

               -    Act with honesty and integrity, avoiding actual or apparent
                    conflicts of interest in personal and professional
                    relationships.

               -    Act in good faith, responsibly, with due care, competence
                    and diligence, without misrepresenting material facts or
                    allowing one's independent judgment to be subordinated.

               -    Not use confidential information acquired in the course of
                    one's work for personal advantage.

               -    Proactively promote and be an example of ethical behavior as
                    a responsible partner among peers, in the work environment
                    and the community.

     Senior Financial Officers and Finance Members will exhibit and promote the
     highest standards of honest and ethical conduct through the establishment
     and operation of policies and procedures that:

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               -    Encourage and reward professional integrity in all aspects
                    of the financial organization, by eliminating inhibitions
                    and barriers to responsible behavior, such as coercion, fear
                    of reprisal, or alienation from the Finance Department or
                    the Company itself.

               -    Prohibit and eliminate the appearance or occurrence of
                    conflicts between what is in the best interest of the
                    Company and what could result in material personal gain.

               -    Provide and adhere to a mechanism for members of the Finance
                    Department to inform senior management of deviations in
                    practice from policies and procedures governing honest and
                    ethical behavior.

               -    Demonstrate their personal support for such policies and
                    procedures through periodic communication reinforcing these
                    ethical standards throughout the finance department.

     II.  Financial Records and Periodic Reports

          Senior Financial Officers and Finance Members will establish and
          manage the Company's transactions and reporting systems and procedures
          to ensure that:

               -    Business transactions are properly authorized and completely
                    and accurately recorded on the Company's books and records
                    in accordance with Generally Accepted Accounting Principles
                    (GAAP) and established company financial policy.

               -    Periodic financial communications and reports will be
                    delivered in a manner that facilitates the highest degree of
                    clarity of content and meaning so that readers and users
                    will quickly and accurately determine their significance and
                    consequence.

          Senior Financial Officers and Finance Members will:

               -    Provide stakeholders with information that is accurate,
                    complete, objective, relevant, timely and understandable.

               -    Achieve responsible use of and control over all assets and
                    resources employed or entrusted.

               -    Share knowledge and maintain skills important and relevant
                    to stakeholders' needs.

     III. Compliance with Applicable Laws, Rules and Regulations

          Senior Financial Officers and Finance Members will establish and
          maintain mechanisms to:

               -    Educate members of the Finance Department about any federal,
                    state or local statute, regulation or administrative
                    procedure that affects the operation of the Finance
                    Department and the Company generally.

               -    Monitor the compliance of the Finance Department with any
                    applicable federal, state or local statute, regulation or
                    administrative rule

               -    Identify, report and correct in a swift and certain manner,
                    any detected deviations from applicable federal, state or
                    local statute or regulation.

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               -    Comply with rules and regulations of federal, state and
                    local governments, and other appropriate private and public
                    regulatory agencies.

RESPECT THE CONFIDENTIALITY OF INFORMATION ACQUIRED IN THE COURSE OF ONE'S WORK
EXCEPT WHEN AUTHORIZED OR OTHERWISE LEGALLY OBLIGATED TO DISCLOSE.