<PAGE>

                                EXHIBIT 10.2
                           CRAGAR INDUSTRIES, INC.

                            SECURITY AGREEMENT


     This Security Agreement ("AGREEMENT") is dated as of the 16th day of 
March, 1999, and is executed by CRAGAR INDUSTRIES, INC., a Delaware 
corporation ("Debtor"), in favor of XXXXXXX, ("SECURED PARTY"). Capitalized 
terms used herein but not otherwise defined herein are used with the meanings 
set forth in that certain Loan and Security Agreement (as it may be amended 
and modified from time to time) ("LOAN AGREEMENT") dated as of April 21, 
1998, between Debtor and NATIONSCREDIT COMMERCIAL CORPORATION, THROUGH ITS 
NATIONSCREDIT COMMERCIAL FUNDING DIVISION ("Lender").

     1.   For valuable consideration, and to secure the performance of the 
obligations hereinafter described, Debtor hereby assigns to Secured Party, 
and grants to Secured Party, pursuant to Article 9 of the Uniform Commercial 
Code as adopted in Arizona, a security interest in and to the goods and 
property described in EXHIBIT A attached hereto and incorporated herein by 
this reference (all of which shall be collectively referred to herein as 
"COLLATERAL").

     2.   This Agreement and the security interest created hereby are given 
for the purpose of securing: (a) any and all rights of subrogation of Secured 
Party against Debtor arising as a result of the exercise by Lender of its 
rights and remedies under that certain Promissory Note (as it may be amended 
and modified from time to time) dated as of March 16, 1999, between Secured 
Party and Lender; (b) performance of each agreement of Debtor herein 
contained; (c) payment and performance of any additional existing or future 
obligations of Debtor to Secured Party when evidenced by a writing or 
writings reciting that they are so secured; and (d) any and all amendments, 
modifications, increases, renewals and/or extensions of any of the foregoing.

     3.   Subject to the Loan and Pledge Agreements, Debtor represents, 
warrants and agrees that: (a) Debtor has and will continue to have full title 
to the Collateral free from any liens, leases, encumbrances, defenses or 
other claims except for those provided to Lender in the Loan Agreement and to 
Pledgors under the Pledge Agreements made a part of the Loan Agreement; (b) 
Debtor will execute all documents (including financing statements and motor 
vehicle title applications) and take such other action as Secured Party deems 
necessary to create and perfect a security interest in the Collateral; (c) 
Debtor will, at its sole cost and expense, defend any claims that may be made 
against the Collateral, except for those made by Lender pursuant to the Loan 
Agreement and Pledgors under the Pledge Agreements; (d) the Collateral shall 
be kept at, upon or about Debtor's address set forth herein, and Debtor will 
not, without Lender's, Pledgors' and Secured Party's prior written consent, 
part with possession of; transfer, sell, lease, encumber, conceal or 
otherwise dispose of the Collateral or any interest therein, except in the 
normal course of business; (e) the Collateral will be maintained in good 
condition and repair, and will not be knowingly used in violation of any 
applicable laws, rules or regulations; (f) Debtor will pay and discharge all 
taxes and liens on the Collateral prior to delinquency; (g) Debtor will 
maintain insurance on the Collateral covering such risks and in such form and 
amount as may be required by Secured Party from time to time, with insurers 
satisfactory to Secured Party and with loss payable to Secured Party as its 
interest may appear, and upon request Debtor will deliver the original of 
such policy or policies to Secured Party; (h) Debtor will permit Secured 
Party to inspect the Collateral and Debtor's books and records pertaining 
thereto at any time; and (i) the Collateral will at all times remain personal 
property.

     4.   Subject to the Loan and Pledge Agreements, with respect to any of 
the Collateral consisting of accounts, rights to payment, accounts 
receivable, and the like (collectively, the "RECEIVABLES"), Debtor further 
represents, warrants and agrees that to the best of Debtor's knowledge and 
belief: (i) the Receivables are genuine,

<PAGE>

valid and enforceable in accordance with their terms, and are not subject to 
any defenses, offsets or other claims; (ii) Debtor has full title to the 
Receivables, and has not heretofore transferred, conveyed, encumbered, 
assigned or released any interest therein, except as provided in the Loan 
Agreements and the Pledge Agreements; and (iii) Debtor will take all steps 
necessary to preserve and maintain the Receivables and Debtor's interest 
therein.

     5.   Secured Party may, from time to time, request from obligors 
indebted on the Collateral, if any, information concerning the same.

     6.   In the event that Debtor shall fail to perform any obligation 
hereunder, Secured Party may, but shall not be obligated to, perform the 
same, and the cost thereof shall be payable by Debtor to Secured Party 
immediately and without demand, and shall bear interest at the rate of 12% 
per annum.

     7.   Secured Party may, in the event of default by Debtor in so doing, 
pay taxes, assessments, liens, fees, charges or encumbrances, or order and 
pay for repairs or spend any amounts necessary to maintain the Collateral in 
Debtor's exclusive possession and in good condition and repair, and all 
amounts expended by Secured Party shall, with interest thereon at the rate of 
12% per annum, constitute an indebtedness of Debtor to Secured Party secured 
by the Collateral and by the terms of this Agreement and shall be immediately 
due and payable, but no such act or expenditure by Secured Party shall 
relieve Debtor from the consequences of such default.

     8.   There shall be a "DEFAULT" or "EVENT OF DEFAULT" hereunder upon the 
occurrence of any of the following events: (a) any "EVENT OF DEFAULT", as 
such term is defined in the Promissory Note; or (b) any "EVENT OF DEFAULT", 
as such term is defined in the Loan Agreement; or (c) any "EVENT OF DEFAULT", 
as such term is defined in the Pledge Agreement; or (d) the breach of any 
representation and warranty contained herein; or (e) the breach of any of the 
terms, conditions or covenants contained herein.

     9.   Upon the occurrence of any default or event of default hereunder, 
all obligations secured hereby shall, at Secured Party's option, immediately 
become due and payable without notice or demand, and Secured Party shall have 
in any jurisdiction where enforcement hereof is sought, in addition to all 
other rights and remedies which Secured Party may have under law, all rights 
and remedies of a secured party under the Uniform Commercial Code and in 
addition the following rights and remedies, all of which may be exercised 
with or without further notice to Debtor: (a) to settle, compromise or 
release on terms acceptable to Secured Party, in whole or in part, any 
amounts owing on the Collateral; (b) to enforce payment and prosecute any 
action or proceeding with respect to any and all of the Collateral; (c) to 
extend the time of payment, make allowances and adjustments and issue credits 
in Secured Party's name or in the name of Debtor; (d) to foreclose the liens 
and security interests created under this Agreement or under any other 
agreement relating to the Collateral by any available judicial procedure or 
without judicial process; (e) to enter any premises where any Collateral may 
be located for the purpose of taking possession of or removing any 
Collateral; (f) to remove from any premises where any Collateral may be 
located, the Collateral and any and all documents, instruments, files and 
records relating to the Collateral, and Secured Party may, at Debtor's cost 
and expense, use the supplies and space of Debtor at any or all of its places 
of business as may be necessary or appropriate to properly administer and 
control the Collateral or the handling of collections and realizations 
thereon; and (g) to sell, assign, lease, or otherwise dispose of the 
Collateral or any part thereof, either at public or private sale, in lots or 
in bulk, for cash, on credit or otherwise, with or without representations or 
warranties, and upon such terms as shall be acceptable to Secured Party, all 
at Secured Party's sole option and as Secured Party in its sole discretion 
may deem advisable. Debtor irrevocably appoints Secured Party its true and 
lawful attorney in fact, which appointment is coupled with an interest, for 
purposes of accomplishing any of the foregoing. The net cash proceeds 
resulting from the collection, liquidation, sale, lease or other disposition 
of the Collateral shall be applied, first, to the expenses (including 

<PAGE>

reasonable attorneys fees) of retaking, holding, storing, processing and 
preparing for sale, selling, collecting, liquidating and the like, and then 
to the satisfaction of all obligations and indebtedness secured hereby. Such 
proceeds shall be applied to particular obligations and indebtedness, or 
against principal or interest, in Secured Party's absolute discretion. Debtor 
will, at Secured Party's request, assemble all Collateral and make it 
available to Secured Party at such place or places as Secured Party may 
designate which are reasonably convenient to both parties, whether at the 
premises of Debtor or elsewhere, and will make available to Secured Party all 
premises and facilities of Debtor for the purpose of Secured Party's taking 
possession of the Collateral or removing or putting the Collateral in 
saleable form. Debtor agrees to pay all costs and expenses incurred by 
Secured Party in the enforcement of this Agreement, including without 
limitation reasonable attorneys' fees, whether or not suit is filed hereon.

     10.  Upon the occurrence of any default or event of default hereunder, 
Secured Party shall also have the following additional rights and remedies 
with respect to the Receivables, all of which may be exercised with or 
without further notice to Debtor: to notify any and all parties to any of the 
Receivables that the same have been assigned to Secured Party and that all 
performance thereunder shall thereafter be rendered to Secured Party; to 
renew, extend, modify, amend, accelerate, accept partial performance on, 
release, settle, compromise, compound, collect or otherwise liquidate or deal 
with, on terms acceptable to Secured party, in whole or in part, the 
Receivables and all of Debtors rights or interest therein; to enter into any 
other agreement relating to or affecting the Receivables; to enforce 
performance and prosecute any action or proceeding with respect to any and 
all of the Receivables, and take or bring, in Secured Party's name or in the 
name of Debtor, all steps, actions, suits or proceedings deemed by Secured 
Party necessary or desirable with respect to the Receivables; and to exercise 
all other rights, powers and remedies of Debtor with respect to the 
Receivables; provided, however, that Secured Party shall be under no 
obligation whatsoever to take any of the foregoing actions, and Secured Party 
shall have no liability or responsibility for any act or omission taken with 
respect thereto. Debtor hereby nominates and appoints Secured Party as 
attorney-in-fact to perform all acts and execute all documents deemed 
necessary by Secured Party in furtherance of the terms hereof.

     11.  If this Security Agreement is given to secure obligations of any 
person or entity other than that of Debtor (such person or entity being 
hereinafter referred to as "Principal"), Debtor waives notice of default, 
presentment, demand for payment, protest, notice of protest, notice of 
nonpayment or dishonor, and all other notices and demands of any kind 
whatsoever; and Debtor consents and agrees that Secured Party may, from time 
to time, without notice or demand and without affecting the enforceability or 
security hereof: (a) take, alter, enforce or release any additional security 
for the obligations secured hereby; (b) renew, extend, modify, amend, 
accelerate, accept partial payments on, release, settle, compromise, 
compound, collect or otherwise liquidate the obligations secured hereby or 
any security therefor, and bid and purchase at any sale; (c) release or 
substitute Principal or any guarantors of the obligations secured hereby; or 
(d) amend, modify, waive, supplement or terminate the Loan Agreement or any 
of the Loan Documents. Upon the occurrence of a default or an event of 
default hereunder, Secured Party may enforce this Agreement independently of 
any other remedy or security Secured Party may at any time hold in connection 
with the obligations secured hereby, and it shall not be necessary for 
Secured Party to proceed upon or against, and/or exhaust, any other remedy or 
security before proceeding to enforce this Agreement. Until all obligations 
secured hereby are paid in full, Debtor waives all right of subrogation and 
all rights and remedies that Debtor may have or be able to assert by reason 
of the laws of the State of Arizona pertaining to the rights and remedies of 
sureties including, without limitation, A.R.S. Sections 12-1641 through 
12-1646, and Arizona Rules of Civil Procedure 17(f).

     12.  Debtor further represents and warrants:

          (a)  The Collateral will be kept at Debtor's principal places of 
     business:

<PAGE>

               4636 North 43rd Avenue Phoenix, Arizona 85031

          (b)  Debtor shall promptly notify Secured Party in writing of any 
     change in location of the Collateral, Debtor's place or places of 
     business.

          (c)  Debtor hereby acknowledges express intent to hereby waive and 
     abandon all personal property exemptions granted by law upon the goods 
     which are the subject of this Agreement. NOTICE: By signing this 
     Agreement, Debtor waives all rights provided by law to claim such goods 
     exempt from process.

     13.  This Agreement may not be altered or amended except with the 
written consent of each of the parties. This Agreement shall be binding upon 
and inure to the benefit of the parties hereto and their respective heirs, 
executors, administrators, assigns and successors. The term "SECURED PARTY" 
shall mean the holder and owner, including any pledgee or assignee, of the 
obligations secured hereby whether or not named as the Secured Party herein.

     14.  All of Secured Party's rights and remedies hereunder are cumulative 
and not exclusive, and are in addition to all rights and remedies provided by 
law or under any other agreement between Debtor and Secured Party, or 
otherwise. Where the context permits, the plural term shall include the 
singular, and vice versa. Where more than one person, partnership, 
corporation or other entity executes this Agreement as Debtor, their 
liability hereunder shall be joint and several. This Agreement shall be 
governed by, and construed and enforced in accordance with, the laws of the 
State of Arizona. Notice of acceptance hereof by Secured Party is hereby 
waived by Debtor.



     CRAGAR INDUSTRIES, INC., a Delaware corporation,
     "DEBTOR"

     By: ____________________________________

     Title: _________________________________


<PAGE>

                                   EXHIBIT A

                             COLLATERAL DESCRIPTION

     This Security Agreement covers the following property (the "COLLATERAL"):

     (a)  All of Debtor's accounts receivable, rights to payment, accounts, 
notes, drafts, acceptances, instruments, documents of title, policies and 
certificates of insurance, insurance claims, general intangibles and chattel 
paper now existing or hereafter arising, herein called "Accounts". The terms 
"accounts receivable", "rights to payment", "accounts", "notes", "drafts", 
"acceptances", "instruments", "documents of title", "policies and 
certificates of insurance", "insurance claims", "general intangibles", and 
"chattel paper" shall include not only such thereof as arise out of the sale 
or other disposition at any time and from time to time of inventory, goods, or 
equipment, but also such thereof as arise out of or for furnishing services, 
or the furnishing, or the furnishing of the use of or lease of; any goods.

     (b)  All of the inventory of Debtor including without limitation all 
goods, merchandise and other personal property and all parts, accessories, 
additions or accessions thereto, now owned or hereafter acquired by Debtor, 
which are held for sale or lease or are to be furnished under contract of 
service, hereinafter called Inventory. The term "Inventory" as used herein 
means goods, merchandise, raw materials, work in process, materials used or 
consumed in Debtor's business, finished goods and other personal property and 
all parts, accessories, additions or accessions thereto, and products thereof 
and all documents of title evidencing any part thereof; now owned or 
hereafter acquired by Debtor, which are held for sale or lease or are to be 
furnished under contracts of service, and shall also include any of the 
foregoing items used by Debtor for demonstration, executive, or similar 
purposes to the end that no goods of the type which are "Inventory" under the 
foregoing definition shall be deemed to be excluded therefrom because they 
are a long or short period not actually held or offered for sale, lease or 
otherwise.

     (c)  All interest of Debtor now existing or hereafter arising in goods 
or merchandise as to which an account receivable for goods sold or delivered 
has arisen.

     (d)  All present and future furniture, fixtures, goods and equipment, as 
those terms are defined in the Uniform Commercial Code, of every type now 
owned or hereafter acquired by Debtor, complete with accessories, 
attachments, accessions, repairs, replacements, parts and equipment now or 
hereafter owned, attached or appertaining thereto or commingled or used in 
connection therewith, or substituted therefor.

     (e)  All of Debtor's rights under all insurance policies covering the 
Collateral and any and all proceeds, loss payments, and premium refunds 
payable regarding the same.

     (f)  All causes of action claims, compensation, and recoveries for any 
damage to, or destruction of the Collateral, or any part thereof; whether 
direct or consequential, or for any damage or injury to the Collateral, or 
for any loss or diminution in value of the Collateral.

     (g)  All proceeds from the sale or disposition of any of the aforesaid 
Collateral. "Proceeds" as herein used includes not only case proceeds but 
also all accounts, accounts receivables, notes, drafts, acceptances, chattel 
paper and other forms of obligations and receivables which at any time 
constitute all or part or are included in the proceeds of the Collateral.

     (h)  All books and records now owned or hereafter acquired by Debtor 
pertaining to any of the above-described Collateral, including but not 
limited to any computer-readable memory and any computer hardware or software 
necessary to process such memory.