LETTER OF TRANSMITTAL

                              HOLMES PRODUCTS CORP.
                                OFFER TO EXCHANGE
               9 7/8% SENIOR SUBORDINATED NOTES DUE 2007, SERIES B
                       FOR ANY AND ALL OF THE OUTSTANDING
                   9 7/8% SENIOR SUBORDINATED NOTES, DUE 2007
                  THE EXCHANGE OFFER AND WITHDRAWAL RIGHTS WILL
                               EXPIRE AT 5:00P.M.,
         NEW YORK CITY TIME, ON[ ], 1998, UNLESS THE OFFER IS EXTENDED,

                       STATE STREET BANK AND TRUST COMPANY
                             (THE "EXCHANGE AGENT")


         By Mail            By Facsimile Transmission          By Hand or
                                                          Overnight  Courier:
(registered or certified         (617) 664-5232
     mail recommended):  (for Eligible Institutions only)

    State Street Bank          Confirm by Telephone      State Street Bank and
    and Trust Company        or for Information Call:        Trust Company      
Corporate Trust Department        (617) 973-6292      Corporate Trust Department
      P.O. Box 778                                             4th Floor        
  Boston, MA 02102-0078                                 Two International Place 
                                                            Boston, MA 02110    

         Delivery of this instrument to an address other than as set forth above
or transmission of instructions via a facsimile number other than as set forth
above will not constitute a valid delivery.

         The instructions accompanying this Letter of Transmittal should be read
carefully before this Letter of Transmittal is completed.

         By execution hereof, the undersigned hereby acknowledges receipt of the
Prospectus dated November 19, 1997 (the "Prospectus") of Holmes Products
Corp.(the "Company") and this Letter of Transmittal, which together constitute
the Company's offer (the "Exchange Offer") to exchange $1,000 in principal
amount of its 9 7/8% Senior Subordinated Notes due 2007, Series B (the "Exchange
Notes"), which have been registered under the Securities Act of 1933, as amended
(the "Securities Act"), pursuant to a Registration Statement of which the
Prospectus is a part, for each $1,000 in principal amount of its outstanding 9
7/8% Senior Subordinated Notes due 2007 (the "Notes"). The term "Expiration
Date" shall mean 5:00 p.m., New York City time, on [ ], 1998, unless the
Exchange Offer is extended, in which case the term "Expiration Date" means the
latest date and time to which the Exchange Offer is extended. Capitalized terms
used but not defined herein have the meaning given to them in the Prospectus.



         YOUR BANK OR BROKER CAN ASSIST YOU IN COMPLETING THIS FORM. THE
INSTRUCTIONS INCLUDED WITH THIS LETTER OF TRANSMITTAL MUST BE FOLLOWED.
QUESTIONS AND REQUESTS FOR ASSISTANCE OR FOR ADDITIONAL COPIES OF THE PROSPECTUS
AND THIS LETTER OF TRANSMITTAL MAY BE DIRECTED TO THE EXCHANGE AGENT.

         List on the next page the Notes to which this Letter of Transmittal
relates. If the space indicated is inadequate, the Certificate or Registration
Numbers and the Principal Amounts should be listed on a separately signed
schedule affixed hereto.

- --------------------------------------------------------------------------------
            Description of Senior Subordinated Notes Tendered Hereby
- --------------------------------------------------------------------------------


NAMES(S) AND                   CERTIFICATE OR                AGGREGATE PRINCIPAL
ADDRESS(ES) OF                 REGISTRATION                  AMOUNT REPRESENTED
REGISTERED OWNER(S)            NUMBERS*                      BY NOTES
(PLEASE FILL IN)


                                     TOTAL:

*  Need not be completed by Book-Entry Holders.
** Unless otherwise indicated, the Holder will be deemed to have tendered the
   full amount represented by such Notes. All tenders must be in integral
   multiples of $1,000

         This Letter of Transmittal is to be used (i) if certificates
representing Notes are to be forwarded herewith, (ii) if tender of Notes is to
be made by book-entry transfer to an account maintained by the Exchange Agent at
The Depository Trust Company (the "Depository" or "DTC"), pursuant to the
procedures set forth in the Prospectus under "The Exchange Offer -- Procedures
for Tendering" or (iii) if tender of the Notes is to be made according to the
guaranteed delivery procedures described in the Prospectus under "The Exchange
Offer -- Guaranteed Delivery Procedures." See Instruction 2. DELIVERY OF
DOCUMENTS TO A BOOK-ENTRY TRANSFER FACILITY DOES NOT CONSTITUTE DELIVERY TO THE
EXCHANGE AGENT.

     Holders of Existing Notes that are tendering by book-entry transfer to the
Exchange Agent's account at the Depository Trust Company ("DTC") can execute the
tender through the DTC Automated Tender Offer Program ("ATOP") for which the
transaction will be eligible. DTC participants should transmit their acceptance
to DTC, which will verify the acceptance and execute a book-entry delivery to
the Exchange Agent's account at DTC. DTC will then send an Agent's Message to
the Exchange Agent for its acceptance. DTC participants may also accept the
Exchange Offer by submitting a notice of guaranteed delivery through ATOP.

         Unless the context requires otherwise, the term "Holder" with respect
to the Exchange Offer means any person (i) in whose name Notes are registered on
the books of the Company or any other person who has obtained a properly
completed bond power from the registered holder or (ii) whose Notes are held of
record by DTC who desires to deliver such Notes by book-entry transfer at DTC.
The undersigned has completed, executed and delivered this Letter of Transmittal
to indicate the action the undersigned desires to take




with respect to the Exchange Offer. Holders who wish to tender their Notes must
complete this letter in its entirety.







[    ]   CHECK HERE IF TENDERED NOTES ARE BEING DELIVERED BY BOOK-ENTRY
         TRANSFER MADE TO AN ACCOUNT MAINTAINED BY THE EXCHANGE AGENT WITH THE
         DEPOSITORY AND COMPLETE THE FOLLOWING:


Name of Tendering Institution___________________________________________________

Account Number__________________________________________________________________

Transaction Code Number_________________________________________________________

         Holders whose Notes are not immediately available or who cannot deliver
their Notes and all other documents required hereby to the Exchange Agent on or
prior to the Expiration Date may tender their Notes according to the guaranteed
delivery procedures set forth in the Prospectus under the caption "The Exchange
Offer -- Guaranteed Delivery Procedures. "See Instruction 2.

[    ]   CHECK HERE IF TENDERED NOTES ARE BEING DELIVERED PURSUANT TO A NOTICE
         OF GUARANTEED DELIVERY AND COMPLETE THE FOLLOWING:

Name of Registered Holder(s)____________________________________________________

Name of Eligible Institution that Guaranteed Delivery___________________________

IF DELIVERY BY BOOK-ENTRY TRANSFER:

Account Number__________________________________________________________________

Transfer Code Number____________________________________________________________

[    ]   CHECK HERE IF YOU ARE A BROKER-DEALER AND WISH TO RECEIVE TEN
         ADDITIONAL COPIES OF THE PROSPECTUS AND TEN COPIES OF ANY AMENDMENTS OR
         SUPPLEMENTS THERETO.

         Name:__________________________________________________________________

         Address:_______________________________________________________________

               PLEASE READ THE ACCOMPANYING INSTRUCTIONS CAREFULLY

Ladies and Gentlemen:

         Upon the terms and subject to the conditions of the Exchange Offer, the
undersigned hereby tenders to the Company the principal amount of the Notes
indicated above. Subject to, and effective upon, the acceptance for exchange of
such Notes tendered hereby, the




undersigned hereby exchanges, sells, assigns and transfers to, or upon the order
of, the Company all right, title and interest in and to such Notes as are being
tendered hereby, including all rights to accrued and unpaid interest thereon as
of the Expiration Date. The undersigned hereby irrevocably constitutes and
appoints the Exchange Agent as the true and lawful agent and attorney-in-fact of
the undersigned (with full knowledge that said Exchange Agent acts as the agent
of the Company in connection with the Exchange Offer) to cause the Notes to be
assigned, transferred and exchanged. The undersigned represents and warrants
that it has full power and authority to tender, exchange, sell, assign and
transfer the Notes tendered hereby and to acquire Exchange Notes issuable upon
the exchange of such tendered Notes, and that when the same are accepted for
exchange, the Company will acquire good and unencumbered title to the tendered
Notes, free and clear of all liens, restrictions, charges and encumbrances and
not subject to any adverse claim.

         The undersigned represents to the Company that (i) the Exchange Notes
acquired pursuant to the Exchange Offer are being obtained in the ordinary
course of business of the person receiving such Exchange Notes, whether or not
such person is the undersigned; (ii) neither the undersigned nor any such other
person has an arrangement or understanding with any person to participate in a
distribution of such Exchange Notes; and (iii) the undersigned and any such
other person acknowledge that, if they are participating in the Exchange Offer
for the purpose of distributing the Exchange Notes, (a) they cannot rely on the
position of the staff of the Securities and Exchange Commission enunciated in
Exxon Capital Holdings Corporation (available April 13, 1989), Morgan Stanley &
Co., Inc. (available June 5, 1991) or similar no-action letters and, in the
absence of an exemption therefrom, must comply with the registration and
prospectus delivery requirements of the Securities Act in connection with the
resale transaction and (b) failure to comply with such requirements in such
instance could result in the undersigned or any such other person incurring
liability under the Securities Act for which such persons are not indemnified by
the Company. If the undersigned or the person receiving the Exchange Notes
covered by this letter is an affiliate (as defined under Rule 405 of the
Securities Act) of the Company, the Exchange Notes may not be offered for
resale, resold or otherwise transferred by the undersigned or such other person
without registration under the Securities Act or an exemption therefrom. If the
exchange offeree is a broker-dealer holding Notes acquired for its own account
as a result of market-making activities or other trading activities, it will
deliver a prospectus meeting the requirements of the Securities Act in
connection with any resale of Exchange Notes received in respect of such Notes
pursuant to the Exchange Offer; however, by so acknowledging and by delivering a
prospectus, the undersigned will not be deemed to admit that it is an
"underwriter" within the meaning of the Securities Act.

         The undersigned also warrants that it will, upon request, execute and
deliver any additional documents deemed by the Exchange Agent or the Company to
be necessary or desirable to complete the exchange, sale, assignment and
transfer of tendered Notes or transfer ownership of such Notes on the account
books maintained by a book-entry transfer facility. The undersigned further
agrees that acceptance of any tendered Notes by the Company and the issuance of
Exchange Notes in exchange therefor shall constitute performance in full by the
Company of its obligations under the Registration Rights Agreement and that the
Company shall have no further obligations or liabilities thereunder for the
registration of the Notes or the Exchange Notes.



         The Exchange Offer is subject to certain conditions set forth in the
Prospectus under the caption "The Exchange Offer -- Conditions." The undersigned
recognizes that as a result of these conditions (which may be waived, in whole
or in part, by the Company), as more particularly set forth in the Prospectus,
the Company may not be required to exchange any of the Notes tendered hereby
and, in such event, the Notes not exchanged will be returned to the undersigned
at the address shown below the signature of the undersigned.

         All authority herein conferred or agreed to be conferred shall survive
the death, bankruptcy or incapacity of the undersigned and every obligation of
the undersigned hereunder shall be binding upon the heirs, personal
representatives, successors and assigns of the undersigned. TENDERED NOTES MAY
BE WITHDRAWN AT ANY TIME PRIOR TO THE EXPIRATION DATE.

         Unless otherwise indicated in the box entitled "Special Registration
Instructions" or the box entitled "Special Delivery Instructions" in this Letter
of Transmittal, certificates for all Exchange Notes delivered in exchange for
tendered Notes, and any Notes delivered herewith but not exchanged, will be
registered in the name of the undersigned and shall be delivered to the
undersigned at the address shown below the signature of the undersigned. If an
Exchange Note is to be issued to a person other than the person(s) signing this
Letter of Transmittal, or if the Exchange Note is to be mailed to someone other
than the person(s) signing this Letter of Transmittal or to the person(s)
signing this Letter of Transmittal at an address different than the address
shown on this Letter of Transmittal, the appropriate boxes of this Letter of
Transmittal should be completed. If Notes are surrendered by Holder(s) that have
completed either the box entitled "Special Registration Instructions" or the box
entitled "Special Delivery Instructions" in this Letter of Transmittal,
signature(s) on this Letter of Transmittal must be guaranteed by an Eligible
Institution (as defined in Instruction 2).

SPECIAL REGISTRATION
INSTRUCTIONS                        SPECIAL DELIVERY INSTRUCTIONS

To be completed ONLY if the         To be completed ONLY if the Exchange
Exchange Notes are to be issued     Notes are to be sent to someone other than
in the name of someone other        the undersigned, or to the undersigned at an
than the undersigned.               address other than that shown above under
                                    "Description of Senior Subordinated Notes
Issue check and/or certificate(s):  Tendered Hereby."

Name:_____________________________  Mail check and/or certificate(s) to:
          (Please Print)

Address:__________________________  Name:_____________________________
                                             (Please Print)

__________________________________  Address:___________________________
     (Include Zip Code)

___________________________________ ___________________________________
    (Employer Identification or             Include Zip Code)
        Social Security No.)




      (Complete Substitute Form W-9
               on the Reverse)


                             (Please print or type)

         REGISTERED HOLDER(S) OF NOTES SIGN HERE (IN ADDITION, COMPLETE
                           SUBSTITUTE FORM W-9 BELOW)

X ______________________________________________________________________________

X ______________________________________________________________________________

  ______________________________________________________________________________
                     (Signature(s) of Registered Holder(s))

         Must be signed by registered Holder(s) exactly as name(s) appear(s) on
the Notes or on a security position listing as the owner of the Notes or by
person(s) authorized to become registered Holder(s) by properly completed bond
powers transmitted herewith. If signature is by attorney-in-fact, trustee,
executor, administrator, guardian, officer of a corporation or other person
acting in a fiduciary capacity, please provide the following information.
(Please print or type):

Name and Capacity (full title):_________________________________________________

Address (including zip code): __________________________________________________

Area Code and Telephone Number:_________________________________________________

Taxpayer Identification or Social Security Number: _____________________________

Dated:__________________________________________________________________________


                               SIGNATURE GUARANTEE
                       (If Required -- See Instruction 4)

Authorized Signature:___________________________________________________________

________________________________________________________________________________
              (Signature of Representative of Signature Guarantor)

Name and Title:_________________________________________________________________

Name of Plan:___________________________________________________________________

Area Code and Telephone Number:_________________________________________________



Dated___________________________________________________________________________


 PAYOR'S NAME:  HOLMES PRODUCTS CORP.
              THIS SUBSTITUTE FORM W-9 MUST BE COMPLETED AND SIGNED

PLEASE PROVIDE YOUR SOCIAL SECURITY NUMBER OR OTHER TAXPAYER IDENTIFICATION
NUMBER ON THE FOLLOWING SUBSTITUTE FORM W-9 AND CERTIFY THEREIN THAT YOU ARE
SUBJECT TO BACKUP WITHHOLDING.

________________________________________________________________________________

                                     PART 1 - PLEASE PROVIDE YOUR TIN
SUBSTITUTE                           IN THE BOX AT RI AND CERTIFY BY
FORM W-9                             SIGNING AND DATING BELOW.


                                     ----------------------------------

DEPARTMENT OF THE TREASURY
                                     PART 2 - CHECK THE BOX IF YOU
INTERNAL REVENUE SERVICE             ARE NOT SUBJECT TO BACKUP
                                     WITHHOLDING UNDER THE
                                     PROVISIONS OF SECTION
                                     3406(A)(1)(C) OF THE INTERNAL
                                     REVENUE CODE BECAUSE (1) YOU
                                     ARE EXEMPT FROM BACKUP
                                     WITHHOLDING, (2) HAVE NOT BEEN
                                     NOTIFIED THAT YOU ARE SUBJECT
                                     TO B WITHHOLDING AS A RESULT OF
                                     FAILURE TO REPORT ALL INTEREST
                                     OR DIVIDENDS OR (3) THE INTERNAL
                                     REVENUE SERVICE HAS NOTIFIED
                                     YOU THAT YOU ARE NO LONGER
                                     SUBJECT TO BACKUP WITHHOLDING.

                                     ----------------------------------

                                     CERTIFICATION: UNDER PENALTIES
PAYOR'S REQUEST FOR TAXPAYER         OF PERJURY, I CERTIFY THIS FORM IS
IDENTIFICATION NUMBER ("TIN")        TRUE, CORRECT AND COMPLETE.

                                     SIGNATURE:__________________
                                     DATE:________________________


________________________________________________________________________________



NOTE: ANY FAILURE TO COMPLETE AND RETURN THIS FORM MAY RESULT IN BACKUP
      WITHHOLDING OF 31% OF ANY CASH PAYMENTS IN EXCESS OF $10.00 MADE TO YOU.

      YOU MUST COMPLETE THE FOLLOWING CERTIFICATE IF YOU
      CHECKED THE BOX IN PART 3 OF SUBSTITUTE FORM W-9.

CERTIFICATE OF AWAITING TAXPAYER IDENTIFICATION NUMBER
I CERTIFY UNDER PENALTIES OF PERJURY THAT A TAXPAYER IDENTIFICATION NUMBER HAS
EITHER (A) I HAVE MAILED OR DELIVERED AN APPLICATION TO RECEIVE A TAXPAYER ID,
APPROPRIATE INTERNAL REVENUE SERVICE CENTER OR SOCIAL SECURITY ADMINISTRATION OR
DELIVER AN APPLICATION IN THE NEAR FUTURE. I UNDERSTAND THAT IF I DO NOT PROVIDE
THE NUMBER WITHIN 60 DAYS, 31% OF ALL REPORTABLE PAYMENTS MADE TO ME THEREAFTER
WILL BE WITHHELD UNTIL SUCH TIME AS I PROVIDE A NUMBER.

________________________________________________________________________________
                                    SIGNATURE
________________________________________________________________________________

                                  INSTRUCTIONS

                          FORMING PART OF THE TERMS AND
                        CONDITIONS OF THE EXCHANGE OFFER

1. DELIVERY OF THIS LETTER OF TRANSMITTAL AND CERTIFICATES.

         All physically delivered Notes or confirmation of any book-entry
transfer to the Exchange Agent's account at a book-entry transfer facility of
Notes tendered by book-entry transfer, as well as a properly completed and duly
executed copy of this Letter of Transmittal or facsimile thereof, and any other
documents required by this Letter of Transmittal, must be received by the
Exchange Agent at any of its addresses set forth herein on or prior to the
Expiration Date. The method of delivery of this Letter of Transmittal, the
tendered Notes and all other required documents is at the election and risk of
the Holder. Instead of delivery by mail, it is recommended that Holders use an
overnight or hand delivery service. Except as otherwise provided below, the
delivery will be deemed made only when actually received by the Exchange Agent.
In all cases, sufficient time should be allowed to assure timely delivery to the
Exchange Agent before the Expiration Date.

         No alternative, conditional, irregular or contingent tenders will be
accepted. All tendering Holders, by execution of this Letter of Transmittal (or
facsimile thereof), shall waive any right to receive notice of the acceptance of
the Notes for exchange.



         Delivery to an address other than as set forth herein, or instructions
via a facsimile number other than the ones set forth herein, will not constitute
a valid delivery.

2. GUARANTEED DELIVERY PROCEDURES.

         Holders who wish to tender their Notes, and (i) whose Notes are not
immediately available, or (ii) who cannot deliver their Notes, the Letter of
Transmittal or any other required documents to the Exchange Agent (or comply
with the procedures for book-entry transfer) prior to the Expiration Date, may
effect a tender if:

         a. the tender is made through a member firm of a registered national
         securities exchange or of the National Association of Securities
         Dealers, Inc., a commercial bank or trust company having an office or
         correspondent in the United States or an "eligible guarantor
         institution" within the meaning of Rule 17Ad-15 under the Exchange Act
         (an "Eligible Institution");

         b. prior to the Expiration Date, the Exchange Agent receives from such
         Eligible Institution a properly completed and duly executed Notice of
         Guaranteed Delivery (by facsimile transmission, mail or hand delivery)
         setting forth the name and address of the Holder of the Notes, the
         certificate or registration number(s) of such Notes and the principal
         amount of Notes tendered, stating that the tender is being made thereby
         and guaranteeing that, within five (5) business days after the
         Expiration Date, the Letter of Transmittal (or facsimile thereof),
         together with the certificate(s) representing the Notes to be tendered
         in proper form for transfer (or a confirmation of book-entry transfer
         of such Notes into the Exchange Agent's account at the Depository) and
         any other documents required by the Letter of Transmittal, will be
         deposited by the Eligible Institution with the Exchange Agent; and

         c. such properly completed and executed Letter of Transmittal (or
         facsimile thereof), as well as all tendered Notes in proper form for
         transfer (or a confirmation of book-entry transfer of such Notes into
         the Exchange Agent's account at the Depository) and all other documents
         required by the Letter of Transmittal, are received by the Exchange
         Agent within five business days after the Expiration Date.

         Upon request to the Exchange Agent, a Notice of Guaranteed Delivery
will be sent to Holders who wish to tender their Notes according to the
guaranteed delivery procedures set forth above. Any Holder who wishes to tender
Notes pursuant to the guaranteed delivery procedures described above must ensure
that the Exchange Agent receives the Notice of Guaranteed Delivery relating to
such Notes prior to the Expiration Date. Failure to complete the guaranteed
delivery procedures outlined above will not, of itself, affect the validity or
effect a revocation of any Letter of Transmittal form properly completed and
executed by a Holder who attempted to use the guaranteed delivery procedures.

3. PARTIAL TENDERS; WITHDRAWALS.

         If less than the entire principal amount of Notes evidenced by a
submitted certificate is tendered, the tendering Holder should fill in the
principal amount tendered in the column




entitled "Principal Amount Tendered" of the box entitled "Description of Senior
Subordinated Notes Tendered Hereby." A newly issued Note for the principal
amount of Notes submitted but not tendered will be sent to such Holder as soon
as practicable after the Expiration Date. All Notes delivered to the Exchange
Agent will be deemed to have been tendered in full unless otherwise indicated.

         Any Notes tendered pursuant to the Exchange offer may be withdrawn at
any time prior to the Expiration Date, after which tenders of Notes are
irrevocable.

         To withdraw a tender of Notes in the Exchange Offer, a written or
facsimile transmission notice of withdrawal must be received by the Exchange
Agent by 5:00 p.m., New York City time, on the Expiration Date. Any such notice
of withdrawal must (i) specify the name of the person having deposited the Notes
to be withdrawn (the "Depositor"), (ii) identify the Notes to be withdrawn
(including the certificate or registration number(s) and principal amount of
such Notes, or, in the case of Notes transferred by book-entry transfer, the
name and number of the account at the DTC to be credited), (iii) be signed by
the Depositor in the same manner as the original signature on this Letter of
Transmittal (including any required signature guarantees) or be accompanied by
documents of transfer sufficient to have the Trustee with respect to the Notes
register the transfer of such Notes into the name of the Depositor withdrawing
the tender, (iv) specify the name in which such Notes are to be registered, if
different from that of the Depositor and (v) include a statement that such
Holder is withdrawing his election to have such Notes exchanged. All questions
as to the validity, form and eligibility (including time of receipt) of such
notices will be determined by the Company, whose determination shall be final
and binding on all parties. Any Notes so withdrawn will be deemed not to have
been validly tendered for purposes of the Exchange Offer, and no Exchange Notes
will be issued with respect thereto unless the Notes so withdrawn are validly
retendered. Any Notes which have been tendered but which are not accepted for
exchange, will be returned to the Holder thereof without cost to such Holder as
soon as practicable after withdrawal, rejection of tender or termination of
Exchange Offer.

4. SIGNATURE ON THIS LETTER OF TRANSMITTAL; WRITTEN INSTRUMENTS AND
ENDORSEMENTS; GUARANTEE OF SIGNATURES.

         If this Letter of Transmittal is signed by the registered Holder(s) of
the Notes tendered hereby, the signature must correspond with the name(s) as
written on the face of the certificates without alteration or enlargement or any
change whatsoever. If this Letter of Transmittal is signed by a participant in
the Depository, the signature must correspond with the name as it appears on the
security position listing as the owner of the Notes. If any of the Notes
tendered hereby are owned of record by two or more joint owners, all such owners
must sign this Letter of Transmittal.

         If a number of Notes registered in different names are tendered, it
will be necessary to complete, sign and submit as many separate copies of this
Letter of Transmittal as there are different registrations of Notes.

         Signatures on this Letter of Transmittal or a notice of withdrawal, as
the case may be, must be guaranteed by an Eligible Institution unless the Notes
tendered hereby are



tendered (i) by a registered Holder who has not completed the box entitled
"Special Registration Instructions" or "Special Delivery Instructions" on the
Letter of Transmittal or (ii) for the account of an Eligible Institution.

         If this Letter of Transmittal is signed by the registered Holder or
Holders of Notes (which term, for the purposes described herein, shall include a
participant in the Depository whose name appears on a security listing as the
owner of the Notes) listed and tendered hereby, no endorsements of the tendered
Notes or separate written instruments of transfer or exchange are required. In
any other case, the registered Holder (or acting Holder) must either properly
endorse the Notes or transmit properly completed bond powers with this Letter of
Transmittal (in either case, executed exactly as the name(s) of the registered
Holder(s) appear(s) on the Notes, and, with respect to a participant in the
Depository whose name appears on a security position listing as the owner of
Notes, exactly as the name of the participant appears on such security position
listing), with the signature on the Notes or bond power guaranteed by an
Eligible Institution (except where the Notes are tendered for the account of an
Eligible Institution).

         If this Letter of Transmittal, any certificates or separate written
instruments of transfer or exchange are signed by trustees, executors,
administrators, guardians, attorneys-in-fact, officers of corporations or others
acting in a fiduciary or representative capacity, such persons should so
indicate when signing, and, unless waived by the Company, proper evidence
satisfactory to the Company of their authority so to act must be submitted.

5. SPECIAL REGISTRATION AND DELIVERY INSTRUCTIONS.

         Tendering Holders should indicate, in the applicable box, the name and
address (or account at the Depository) in which the Exchange Notes or substitute
Notes for principal amounts not tendered or not accepted for exchange are to be
issued (or deposited), if different from the names and addresses or accounts of
the person signing this Letter of Transmittal. In the case of issuance in a
different name, the employer identification number or social security number of
the person named must also be indicated, and the tendering Holder should
complete the applicable box.

         If no instructions are given, the Exchange Notes (and any Notes not
tendered or not accepted) will be issued in the name of and sent to the acting
Holder of the Notes or deposited at such Holder's account at the Depository.

6. TRANSFER TAXES.

         The Company shall pay all transfer taxes, if any, applicable to the
exchange of Notes pursuant to the Exchange Offer. If, however, certificates
representing Exchange Notes or Notes for principal amounts not tendered or
accepted for exchange are to be delivered to, or are to be registered or issued
in the name of, any person other than the registered Holder of the Notes
tendered, or if tendered Notes are registered in the name of any person other
than the person signing the Letter of Transmittal, or if a transfer tax is
imposed for any reason other than the exchange of Notes pursuant to the Exchange
Offer, then the amount of any such transfer taxes (whether imposed on the
registered Holder or




any other person) will be payable by the tendering Holder. If satisfactory
evidence of payment of such taxes or exemption therefrom is not submitted
herewith, the amount of such transfer taxes will be billed directly to such
tendering Holder. Except as provided in this Instruction 6, it will not be
necessary for transfer stamps to be affixed to the Notes listed in the Letter of
Transmittal.

7. WAIVER OF CONDITIONS.

         The Company reserves the right, in its reasonable judgment, to waive,
in whole or in part, any of the conditions to the Exchange Offer set forth in
the Prospectus. .

8. MUTILATED, LOST, STOLEN OR DESTROYED NOTES.

         Any Holder whose Notes have been mutilated, lost, stolen or destroyed
should contact the Exchange Agent at the address indicated above for further
instructions.

9. REQUESTS FOR ASSISTANCE OR ADDITIONAL COPIES.

         Questions relating to the procedure for tendering, as well as requests
for additional copies of the Prospectus and this Letter of Transmittal may be
directed to the Exchange Agent at the address and telephone number set forth
above. In addition, all questions relating to the Exchange Offer, as well as
requests for assistance or additional copies of the Prospectus and this Letter
may be directed to [      ], Holmes Products Corp., 233 Fortune Boulevard,
Millford, MA 01757.

10. VALIDITY AND FORM.

         All questions as to the validity, form, eligibility (including time of
receipt), acceptance of tendered Notes and withdrawal of tendered Notes will be
determined by the Company in its sole discretion, which determination will be
final and binding. The Company reserves the absolute right to reject any and all
Notes not properly tendered or any Notes the Company's acceptance of which
would, in the opinion of counsel for the Company, be unlawful. The Company also
reserves the right to waive any irregularities or conditions of tender as to
particular Notes. The Company's interpretation of the terms and conditions of
the Exchange Offer (including the instructions in this Letter of Transmittal)
will be final and binding on all parties. Unless waived, any defects or
irregularities in connection with tenders of Notes must be cured within such
time as the Company shall determine. Neither the Company, the Exchange Agent nor
any other person shall be under any duty to give notification of defects or
irregularities with respect to tenders of Notes, nor shall any of them incur any
liability for failure to give such notification. Tenders of Notes will not be
deemed to have been made until such irregularities have been cured or waived.
Any Notes received by the Exchange Agent that are not properly tendered and as
to which the defects or irregularities have not been cured or waived will be
returned without cost to such holder by the Exchange Agent to the tendering
Holders of Notes, unless otherwise provided herein, as soon as practicable
following the Expiration Date.




                            IMPORTANT TAX INFORMATION

         Under federal income tax law, a Holder tendering Notes is required to
provide the Exchange Agent with such Holder's correct TIN on Substitute Form W-9
above. If such Holder is an individual, the TIN is the Holder's social security
number. The Certificate of Awaiting Taxpayer Identification Number should be
completed if the tendering Holder has not been issued a TIN and has applied for
a number or intends to apply for a number in the near future. If the Exchange
Agent is not provided with the correct TIN, the Holder may be subject to a $50
penalty imposed by the Internal Revenue Service. In addition, payments that are
made to such Holder with respect to tendered Notes may be subject to backup
withholding. Certain Holders (including, among others, all domestic corporations
and certain foreign individuals and foreign entities) are not subject to these
backup withholding and reporting requirements. Such a Holder, who satisfies one
or more of the conditions set forth in Part 2 of the Substitute Form W-9, should
execute the certification following such Part 2. In order for a foreign Holder
to qualify as an exempt recipient, that Holder must submit to the Exchange Agent
a properly completed Internal Revenue Service Form W-8, signed under penalties
of perjury, attesting to that Holder's exempt status. Such forms can be obtained
from the Exchange Agent.

         If backup withholding applies, the Exchange Agent is required to
withhold 31% of any amounts otherwise payable to the Holder. Backup withholding
is not an additional tax. Rather, the tax liability of persons subject to backup
withholding will be reduced by the amount of tax withheld. If withholding
results in an overpayment of taxes, a refund may be obtained from the Internal
Revenue Service.

10. PURPOSE OF SUBSTITUTE FORM W-9

         To prevent backup withholding on payments that are made to a Holder
with respect to the Exchange Notes, the Holder is required to notify the
Exchange Agent of his or her correct TIN by completing the form herein
certifying that the TIN provided on Substitute Form W-9 is correct (or that such
Holder is awaiting a TIN) and that (i) such Holder is exempt, (ii) such Holder
has not been notified by the Internal Revenue Service that he or she is subject
to backup withholding as a result of failure to report all interest or dividends
or (iii) the Internal Revenue Service has notified such Holder that he or she is
no longer subject to backup withholding.

11. WHAT NUMBER TO GIVE THE EXCHANGE AGENT

         Each Holder is required to give the Exchange Agent the social security
number or employer identification number of the record Holder(s) of the Notes.
If Notes are in more than one name or are not in the name of the actual Holder,
consult the instructions on Internal Revenue Service Form W-9, which may be
obtained from the Exchange Agent, for additional guidance on which number to
report.

12. CERTIFICATE OF AWAITING TAXPAYER IDENTIFICATION NUMBER

         If the tendering Holder has not been issued a TIN and has applied for a
number or



intends to apply for a number in the near future, write "Applied For" in the
space for the TIN on Substitute Form W-9, sign and date the form and the
Certificate of Awaiting Taxpayer Identification Number and return them to the
Exchange Agent. If such certificate is completed and the Exchange Agent is not
provided with the TIN within 60 days, the Exchange Agent will withhold 31% of
all payments made thereafter until a TIN is provided to the Exchange Agent.

         IMPORTANT: THIS LETTER OF TRANSMITTAL OR A FACSIMILE THEREOF (TOGETHER
WITH NOTES OR CONFIRMATION OF BOOK-ENTRY TRANSFER AND ALL OTHER REQUIRED
DOCUMENTS) OR A NOTICE OF GUARANTEED DELIVERY MUST BE RECEIVED BY THE EXCHANGE
AGENT ON OR PRIOR TO THE EXPIRATION DATE.