Exhibit 99.1

CAUTIONARY STATEMENTS

Information provided by the Company from time to time may contain "forward-
looking statements" as defined by the Private Securities Litigation Reform Act
of 1995. Forward-looking statements are typically identified by words or phrases
such as "expects," "anticipates," "intends," "plans," "believes," "estimates"
"should" and similar expressions. The Company does not intend or assume any
obligation to update any of these forward-looking statements. Such
forward-looking statements are subject to risks and uncertainties including, but
not limited to, those discussed below, which could cause actual results to
differ materially from those expressed, projected or implied in the
forward-looking statement.

         1.       The Company's principal operations are cyclical, because they
are directly related to domestic and foreign vehicle production, which is itself
cyclical and dependent on general economic conditions and other factors. Any
significant reduction in such production would have an adverse effect on the
level of the Company's sales to vehicle original equipment manufacturers
("OEMs") and on the Company's financial position and operating results.

         2.       Certain of the Company's products are currently used
exclusively in sport-utility vehicles and light trucks. Any significant
reduction in the production of such vehicles and trucks would have an adverse
effect on the level of the Company's sales to OEMs and the Company's financial
position and operating results.

         3.       A number of the Company's major OEM customers manufacture
products for their own use that compete with the Company's products. Although
these OEM customers have indicated that they will continue to rely on outside
suppliers, the OEMs could elect to manufacture products for their own use and in
place of the products now supplied by the Company.

         4.       The Company has a stated goal of increasing its revenues
through the expansion of existing business and select acquisitions. Failure to
grow existing business in sufficient volume because of changes in the vehicle
market and/or the unavailability of suitable acquisition candidates could result
in nonattainment of this goal.

         5.       Annual price reductions to OEM customers have become a
permanent feature of the Company's business environment. To maintain its profit
margins, the Company, among other things, seeks price reductions from its own
suppliers, adopts improved production processes to increase manufacturing
efficiency, updates product designs to reduce costs and develops new products
whose benefits support increased pricing. The Company's ability to pass through
increased raw material costs to its OEM customers is also limited, with cost
recovery less than 100% and often on a delayed basis. There can be no assurance
that the Company will be able to reduce costs in an amount equal to the annual
price reductions and the increase in raw material costs.

         6.       The Company makes a significant annual investment in research
and development activities to develop new and improved products and
manufacturing processes. There can be no assurance that research and development
activities will yield new or improved products or products which will be
purchased by the OEMs, or new and improved manufacturing processes.

         7.       The Company has a stated goal to expand its operations in all
significant global markets to balance the cyclical nature of the vehicle
business. There can be no assurance that the Company will be able to expand its
existing business or obtain new business outside of North America to balance its
sales. In addition, there can be no assurance that vehicle production in North
America, South America, Europe and Asia will not decline simultaneously.



         8.       The Company has a stated goal of continuing to increase
revenues and operating earnings at a rate greater than overall world vehicle
production by increasing its content per vehicle with innovative new components
and systems. Any of the following factors could cause the Company to fail to
outperform world automotive production: (a) a significant drop in production of
sport utility vehicles and light trucks, high content vehicles for the Company's
products; (b) a failure of research and development spending to result in new
components and systems which will be purchased by the OEMs; (c) technology
changes which could render the Company's components and systems obsolete; and
(d) a reversal of the trend of supplying systems (which allows the Company to
increase content per vehicle) instead of components.

         9.       With operations and sales in countries outside the United
States, the Company could be affected by changes in trade, monetary and fiscal
policies (both in the United States and elsewhere), trade restrictions or
prohibitions, import and other charges or taxes, and fluctuations in foreign
currency and foreign exchange rates, and political instability and disputes.

         10.      The use of the Internet by certain of our OEM customers has
modified their business model for dealing with suppliers. The Company has a
strategy to be responsive to these initiatives through a combination of
increasing cost efficiency and product development. If such efforts are
unsuccessful, the Company would be subject to a greater risk of lower sales and
reduced profitability.

         11.      The Company bases its growth projections, in part, on
long-term commitments made by our customers. These commitments generally range
anywhere from one year to seven years into the future. If the actual production
orders from our customers do not approximate such commitments, it could have a
material adverse effect on the Company's growth and financial performance.

         12.      The Company competes worldwide with a number of other
manufactures and distributors that produce and sell similar products. Price,
quality and technological innovation are the primary elements of competition.
Competitors include vertically integrated units of major customers, as well as,
a large number of independent domestic and international suppliers. Increased
pressure to lower the selling price of the Company's products could effect the
Company's profitability.

         13.      From time to time, the Company expresses its expectations
regarding a number of financial measures, including earnings per share and
debt-to-capital ratio. In addition to the factors outlined above, the Company's
decision to pursue an acquisition may affect its ability to meet such stated
targets and expectations.