Mike Kojaian
                               C. Michael Kojaian
                           1400 North Woodward Avenue
                                    Suite 250
                        Bloomfield Hills, Michigan 48304




                                        July 27, 1999


Mr. Heinz C. Prechter
One Heritage Place
Suite 400
Southgate, Michigan  48195

         Re:  Restated and Amended JPE, Inc. Put

Dear Heinz:

         1.  Background.  As you are  aware,  Kojaian  Holdings  LLC, a Michigan
limited  liability  company (100% owned by Mike Kojaian  ("Mike") and C. Michael
Kojaian ("Michael")), and ASC Holdings LLC, a Michigan limited liability company
(100% owned by you),  have entered into an Investment  Agreement dated April 28,
1999 (the  "Investment  Agreement")  to purchase a controlling  number of Common
Shares and Preferred Shares of JPE. This letter agreement reflects our agreement
in connection  with Kojaian  Holdings  LLC's  participation  as part of Buyer in
connection  with the  Transaction.  All  capitalized  terms not  defined in this
letter agreement shall have the meanings set forth in the Investment Agreement.

         2.  The  Dott  Acquisition.  It  is  contemplated  that  following  the
consummation of the Transaction,  all of the outstanding shares of capital stock
or all of the assets of Dott Industries,  Inc., a Michigan corporation ("Dott"),
would be purchased (the "Dott  Acquisition") by one or more of the JPE Companies
or one half by ASC  Holdings  LLC (and  one-half of Kojaian  Holdings  LLC) (the
"Purchaser")  for an aggregate  purchase  price of no less than $28-$30  million
(the "Purchase  Price").  In the event the Dott  Acquisition is structured as an
acquisition  of stock or a merger,  the Purchase Price would be no less than $28
to $30 million, less the amount of the existing indebtedness of Dott, and at the
closing,  the  Purchaser  would  arrange  financing  to  pay  off  all  existing
indebtedness of Dott, including indebtedness of Dott to its shareholders. In the
event the transaction is structured as an asset purchase, the aggregate Purchase
Price would be no less than $28 to $30 million,  and Dott would use a portion of
the Purchase Price to pay off all existing indebtedness.

         3.  The  Put.  As a  condition  precedent  to  Kojaian  Holdings  LLC's
participation in the Transaction as part of Buyer,  Michael,  Mike, ASC Holdings
LLC, and you (in your individual




<PAGE>
Mr. Heinz C. Prechter
May 27, 1999
Page 2

capacity) agreed that if the Dott Acquisition is not consummated (for any reason
whatsoever) on or before June 30, 1999 (the "Trigger Date"), Michael and/or Mike
shall have the right to require you (through ASC Holdings LLC or  otherwise)  to
purchase all of the  Subscribed  Shares than owned by Kojaian  Holdings LLC (the
"Put Shares") for 50% of the Subscription  Price, plus interest beginning on the
Closing  Date and ending on the  consummation  of the purchase of the Put Shares
calculated at the prime rate of interest announced by Comerica Bank as its prime
rate (the "Put"). Michael and/or Mike may exercise the Put at any time beginning
on the  Trigger  Date and  ending on  September  15,  1999  (the  "Put  Exercise
Period"),  by written notice to you at the address set forth above in the manner
provided  for in the  Investment  Agreement  (the  "Put  Notice")  (except  that
personal delivery and the copy shall be sent (only) to: David L. Treadwell).  If
no Put Notice is given during the Put Exercise Period, the Put shall expire.

         4. The Closing of the Put.  Subject to paragraph 3, the purchase of the
Put Shares shall take place at a closing, at such date as may be mutually agreed
by the  parties,  but in no event later than  fifteen days after the delivery of
the Put Notice or, if a longer time is required  under  applicable  Law,  within
three business days after the earliest date  permissible  under  applicable Law.
Such closing shall occur at Michael's primary place of business, or at any other
place the parties agree. At such closing,  (a) the Purchasers  shall pay for the
Put Shares as provided above by wire transfer of cash, and (b) Kojaian  Holdings
LLC shall  deliver the  certificates  representing  all of the Put Shares,  duly
endorsed in blank (or accompanied by assignments separate from certificate, duly
endorsed in blank).

         5. No Waiver.  No waiver of any breach of any  provision of this letter
agreement  shall be deemed a waiver of any preceding or succeeding  breach or of
any  other  provision  of this  letter  agreement.  No  extension  of  time  for
performance  of any  obligations  or acts under this letter  agreement  shall be
deemed an extension of the time for performance of any other obligations or acts
under this letter agreement.

         6. Successors and Assigns.  This letter  agreement shall bind any inure
to the benefit of the parties and their  successors  and assigns;  provided that
neither party may assign this letter agreement without the prior written consent
of the other.

         7.  Severability.  The  provisions  of this letter  agreement  shall be
deemed severable,  and if any provision or part of this letter agreement is held
illegal,  void or invalid under  applicable  Law, such  provision or part may be
construed or deemed changed by a court of competent  jurisdiction  to the extent
reasonably  necessary to make the provision or part, as so construed or changed,
legal,  valid and binding.  If any  provision  of this letter  agreement is held
illegal,  void or invalid in its  entirety,  the  remaining  provisions  of this
letter  agreement  shall not in any way be affected or impaired but shall remain
binding in accordance with their terms.


<PAGE>
Mr. Heinz C. Prechter
May 27, 1999
Page 3


         8. Entire  Agreement:  Amendment.  This letter  agreement  contains the
entire  agreement of the parties with respect to the Put, and hereby  supercedes
the letter  agreement  among Mike,  Michael and Heinz dated May 27,  1999.  This
letter  agreement  may be altered or amended only by an  instrument  in writing,
duly executed by each party.

         9. Cost of Litigation.  If any party breaches this letter agreement and
if counsel is employed to enforce this letter  agreement,  the successful  party
shall be entitled to Fees and Costs associated with such enforcement.

         10.  Interpretation.  This letter agreement is being entered into among
competent and experienced  business  persons,  represented by counsel,  and have
been  reviewed  by the  parties  and their  counsel.  Therefore,  any  ambiguous
language in this letter agreement shall not necessarily be construed against any
particular party as the drafter of such language.

         11. Counterparts. This letter agreement may be executed in counterparts
(by facsimile  transmission or otherwise),  each of which when so executed shall
be deemed an original,  but both of such counterparts  together shall constitute
one and the same instrument.

         12.  Applicable Law; Venue. This letter agreement shall be construed in
accordance with and governed by the laws of the State of Michigan without regard
to  principles  of  conflicts of law.  The parties  acknowledge  that the United
States District Court for the Eastern  District of Michigan or the Circuit Court
for the County of Oakland  shall have  exclusive  jurisdiction  over any case or
controversy  arising out of or relating  to this letter  agreement  and that all
litigation  arising  out of or  relating  to  this  letter  agreement  shall  be
commenced  in the United  States  District  Court for the  Eastern  District  of
Michigan or in the Oakland County Circuit Court.

         13. Expenses.  Except as otherwise  provided in this letter  agreement,
each party  shall bear his or its own  expenses in  connection  with this letter
agreement  and the Put,  including  costs and expenses of his or its  respective
attorneys, accountants, consultants and other professionals. Notwithstanding the
foregoing,  the  Purchasers  shall pay (a) all costs,  filing fees and  expenses
incurred in connection with meeting the requirements of  Hart-Scott-Rodino,  and
(b) any  applicable  transfer or other  Taxes  imposed on the parties due to the
consummation of the Put.




(SIGNATURES ON THE FOLLOWING PAGE)




<PAGE>
Mr. Heinz C. Prechter
May 27, 1999
Page 4









                                        Sincerely,




                                        ------------------------------
                                        Mike Kojaian




                                        ------------------------------
                                        C. Michael Kojaian



Accepted and agreed to on July 27, 1999:



By:  __________________________________
           Heinz C. Prechter