PROOF OF SERVICE The undersigned certifies that a copy ofthe foregoing has bean served upon the attorneys of record to the above cause via hand delivery on \SHT2003.

the Court of Common Pleas of Cuyahoga County, OH, July 19,2002.

Page 297 1 1 Q Do any of the reports from which you garner 2 the time-weighted average samples that form part of j 3 your average in the 2003 paper specifically mention 4 grinding occurring?

654 JEROME R.

NOV-05-2002 TUE 05:14 PH SHEPARD HOFFMAN ESQ FAX NO. 2145220420 South African .. /, Medical Journal . l At (Mktl Ai'iMbifaf ol WS Min vir Geneeskunde Wf# .

SHIPPER THE BENDIX CORPORATION FRICTION MATERIALS DIVISION TROY, NEW YORK CLEVELAND, TENN.

mi .mt THE BENDIX CORPORATION FRICTION MATERIALS DIVISION TROY, NEW YORK FQiVj NTH FIELD ACT DP f> Q HOX. 2003 Ll-?

THE BENDIX CORPORATION FRICTION MATERIALS DIVISION TROV.

THE BENDiX CORPORATION FRICTION MATERIALS DIVISION TROY.

:Mf 23* THE BENDIX CORPORATION FRICTION MATERIALS DIVISION TROY, NEW TGRK POSO KTRF1E1&"ACT:: OEP. .solo p,o aOX 2305 .

Fm2J# . - THE BENDIX CORPORATION tv. 12,-67 FRICTION MATERIALS DIVISION TROY,.NEW YORK CLEVELAND* TENN.

SHJfPER THE BENDIX CORPORATION FRICTION MATERIALS DIVISION TROY, NEW YORK CLEVELAND, TENN.

In October 2000, Cooper issued Euro 300 million five-year bonds The bonds bear interest at 6 25% and mature m October 2005 The proceeds from the borrowing were primarily used to repay outstanding commercial paper debt During 1999, Cooper completed a shelf registration statement to issue up to $500 million of debt securities At December 31, 2001, all $500 million of the shelf registration was available to be issued The following table summarizes Cooper's contractual obligations at December 31, 2001 and the effect such obligations are expected to have on its liquidity and cash flows in future periods Contractual Obligations Total Long-Term Debt Short-Term Debt Noncancellable Operating Leases $ 1,167 9 132 9 111 8 $ 1,412 6 Less than One Year $ 60 9 132 9 31 1 $ 224 9 Payments Due One to Three Years (in millions) $ 434 0 - 39 8 $ 473 8 Four to Five Years $ 543 8 - 22 6 $ 566 4 After Five Years $ 129 2 - 18 3 $ 147 5 Other Commitments Cooper executes letters of credit, performance bonds and other guarantees m the normal course of busmess that ensure Cooper's performance or payments to third parties The aggregate notional value of these instruments was $112 0 million at December 31, 2001 Seventy-nine percent of these instruments have an expiration date within one year In the past, no significant claims have been made agamst these financial instruments Management believes the likelihood of demand for payment under these instruments is minimal and expects no material cash outlays to occur in connection with these instruments Capitalization During the first quarter of 2000, Cooper's Board of Directors authorized the repurchase of up to five million shares of common stock As of December 31, 2001, there were 4 2 million shares available for repurchase under this authorization Cooper has resumed its share repurchase program during 2002 Cooper has targeted a 35% to 45% debt-to-total capitalization ratio and intends to utilize cash flows to maintain a debt-to-capitahzation ratio within this range.

COOPER INDUSTRIES, INC.

COOPER INDUSTRIES LTD(Form 424B2, Received 10/25/2002 13 39 31) Page 26 of 68 13 continuing for any senes, either the trustee or the holders of not less than 25% m total principal amount of the debt secunties of the senes then outstanding, voting separately as a senes, may declare the pnncipal of all outstanding debt secunties of the senes and the accrued interest to be due and payable immediately In the case of debt securities issued bearing no interest or below-market interest, the amount that may be declared due and payable immediately is the portion of the principal specified in the terms of the debt secunties, along with the accrued interest.