RHODE ISLAND HOSPITAL TRUST NATIONAL BANK

                                      

                  BALBOA LIFE INSURANCE COMPANY

                                      

                    BALBOA INSURANCE COMPANY


                              June 27, 1995



Hunt Valve Company, Inc.
1913 E. State Street
Salem, Ohio  44460

Re:  Note Agreement

Gentlemen:

     Reference is made to the Note Agreement, dated as of August
15, 1991, among Hunt Valve Company, Inc. (the "Company), Rhode
Island Hospital Trust National Bank, as Trustee for the Textron
Collective Investment Trust B ("RIHT"), Balboa Life ("Balboa";
RIHT, Balboa Life and Balboa collectively referred to as the
"Purchasers"), as amended by the First Amendment, dated as of March
31, 1993 but effective as of September 30, 1992, and by the Second
Amendment, dated as of July 30, 1993 but effective as of September
30, 1992 (as so amended, the "Note Agreement").  Capitalized terms
used but not defined herein have the meanings given to them in the
Note Agreement.

     In connection therewith, the Company has advised the
Purchasers that the Company desires to extend the expiration date
of its secured revolving credit facility (the "LaSalle Facility")
with LaSalle Business Credit, Inc. (f/k/a StanChart Business
Credit, Inc.) ("LaSalle") from June 27, 1995 to July 27, 1995.  The
Company has further advised the Purchasers that the Company's
request for LaSalle's agreement to such extension is conditioned on
the extension of the due date for the Company's $1,000,000 required
(mandatory) principal prepayment to the Purchasers under the terms
of the Note Agreement from July 1, 1995 to August 1, 1995.


Hunt Valve Company, Inc.
June 27, 1995
Page Two

     The Purchasers hereby advise the Company as follows:

     1.   Notwithstanding any provision to the contrary in the
          Intercreditor Agreement, dated as of September 27, 1991,
          between the Purchasers and LaSalle, the Purchasers hereby
          consent to the extension by the Company and LaSalle of
          the expiration date of the LaSalle Facility, and the
          extension of the due date of the Company's principal and
          other Obligations (as defined in the LaSalle Facility)
          pursuant to such extension of the expiration date, from
          June 27, 1995 to July 27, 1995.

     2.   The Purchasers hereby agree that Section 2.1 of the Note
          Agreement is amended to provide that the due date for the
          required prepayment of $1,000,000 with respect to the
          Notes, previously extended to July 1, 1995, is further
          extended to August 1, 1995.

     3.   The Purchasers hereby agree that Section 2.4 of the Note
          Agreement is amended as follows:  (a) the current
          reference to "July 1, 1995", is hereby changed to "August
          1, 1995" and (b) the current reference to "July 3, 1995",
          is hereby changed to "August 3, 1995".

     4.   The provisions of this letter are limited as specified
          and shall not constitute a modification or waiver of any
          other provision of the Note Agreement.

     5.   Purchasers agreement to extend the due date for the
          Company's $1,000,000 pricipal payment as set forth above
          is contingent upon LaSalle's agreement to extend the
          expiration date of the LaSalle Facility as set forth
          herein.
                              Very truly yours,


                              RHODE ISLAND HOSPITAL TRUST
                              NATIONAL BANK, as Trustee for the
                              Textron Collective Investment
                              Trust B

     
                              By: /S/ DAVID E. MAKIN
                              Title: ASSISTANT VICE PRESIDENT

Hunt Valve Company, Inc.
June 27, 1995
Page Three


                              BALBOA LIFE INSURANCE COMPANY

                              By: /S/ LAWRENCE G. KNOWLES, JR.
                              Title: 


                              BALBOA INSURANCE COMPANY


                              By:/S/ LAWRENCE G. KNOWLES, JR.
                              Title:


AGREED AND CONSENTED TO:

HUNT VALVE COMPANY


By:/S/ ROBERT V. SILVA
Title: CHAIRMAN


PARAGRAPH 2 ABOVE HEREBY IS 
  CONSENTED TO:

LASALLE BUSINESS CREDIT, INC.


By: WILLIAM A. STAPEL
Title: VICE PRESIDENT







c:\wpwin\gracie\hunt\notelett.dec.18-20