aHIl'HK THE BENDIX CORPORATION FRICTION MATERIALS DIVISION trov, New York ci.evEi.vyib, rewc 3 --OiLfXfs S01.0 TO Ai.lT >KtTt.'

Cash Flows Net cash provided by operating activities m 2001 totaled $422 million These funds, along with $41 million in cash received from employee stock plan activity, were used to fund capital expenditures of $115 million, dividends of $ 131 million, share repurchases of $42 million, and a net reduction of debt of $206 million Net cash provided by operating activities m 2000 totaled $503 million These funds, along with a net $404 million of additional debt, were used to fund acquisitions of $580 million, capital expenditures of $175 million, share repurchases of $39 million and dividends of $131 million Net cash provided by operating activities in 1999 totaled $402 million These funds, along with $149 million in cash received from the disposition of the Automotive Products segment, $31 million m cash received from employee stock plan activity and a net increase m debt of $ 182 million were used to fund capital expenditures of $166 million, acquisitions of $435 million, share repurchases of $44 million and dividends of $124 million In connection with accounting for purchase busmess combmations, Cooper records, to the extent appropriate, accruals for the costs of closmg duplicate facilities, severing redundant personnel and integrating the acquired businesses mto existing Cooper operations At December 31, 2001, Cooper had accruals totaling $39 3 million related to these activities Cash flows from operating activities for each of the three years m the period ended December 31, 2001, is reduced by the amounts expended on the various accruals established in connection with each acquisition Cooper spent $110 million, $3 5 million and $4 8 million on these integration activities m 2001, 2000 and 1999, respectively See Note 7 of the Notes to Consolidated Financial Statements for further information Cooper is contmumg to focus on initiatives to maximize cash flows These actions mclude reduced capital spending, elimination of discretionary spendmg and workforce reductions As a result.

COOPER INDUSTRIES LTD(Form 424B2, Received 10/25/2002 13 39 31) Page 9 of 68 the name of DTC or its nominee will be payable to DTC in its capacity as the registered holder under the indenture Under the terms of the indenture, we and the trustee will treat the persons m whose names the notes, including the global notes, are registered as the owners of the notes for the purpose of receivmg payments and for all other purposes Consequently, neither we, the trustee nor any agent of ours or the trustee has or will have any responsibility or liability for (1) any aspect of DTC's records or any Participant's or Indirect Participant's records relating to or payments made on account of beneficial ownership interest in the global notes or for maintaining, supervising or reviewing any of DTC's records or any Participant's or Indirect Participant's records relating to the beneficial ownership interests in the global notes, or (2) any other matter relating to the actions and practices of DTC or any of its Participants or Indirect Participants DTC has advised us that its current practice, upon receipt of any payment in respect of securities such as the notes (including principal and interest), is to credit the accounts of the relevant Participants with the payment on the payment date unless DTC has reason to believe it will not receive payment on such payment date Each relevant Participant is credited with an amount proportionate to its beneficial ownership of an interest m the principal amount of the relevant secunty as shown on the records of DTC Payments by the Participants and the Indirect Participants to the beneficial owners of notes will be governed by standing instructions and customary practices and will be the responsibility of the Participants or the Indirect Participants and will not be the responsibility of DTC, the trustee or us Neither we nor the trustee will be liable for any delay by DTC or any of its Participants m identifying the beneficial owners of the notes, and we and the trustee may conclusively rely on and will be protected in relying on instructions from DTC or its nominee for all purposes Transfers between Participants in DTC will be effected m accordance with DTC's procedures and will be settled m same-day funds If DTC is at any time unwilling or unable to continue as depository or the depository ceases to be a clearing system registered under the Exchange Act, or if we execute and deliver to the trustee an order to cause the issuance of notes in definitive form under the indenture, or if an event of default under the indenture has occurred and is continuing, then, upon surrender by DTC of the global notes, certificated notes will be issued to each person that DTC identifies as the beneficial owner of the notes represented by the global notes.

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elOvk Page 6 of 84 Table of Contents Segment Electrical Products Tools & Hardware Other Total Number of Employees 21,119 ________ Number and Nature of Facilities________ Manufacturing Warehouse Sales Other 72 47 105 16 5,477 23 11 20 2 Square Footage of Plants and Facilities Owned Leased 9,868,895 3,625,779 3,788,060 453,919 267 0 00 1 0 137,853 26,863 95 58 125 19 13,656,955 4,217,551 Multi-purpose facilities at a single location are listed in each applicable column Segment Electrical Products Tools & Hardware Manufacturing Plant Locations United States Europe (Other Than UK) United Kingdom Mexico South America Australia Canada China Republic of China India Malaysia 35 11 99 2 1 11 11 1 11 7 02 2 1 00 00 0 Total 46 18 9 11 4 2 11 11 1 Does not include joint venture operations 3 http //www sec gov/Archives/edgar/data/1141982/000095012905001490/h22660el0vk.htm 2/6/2006

BRAKE FRICTION MATERIAL NUMBER EXPIR A PPL # 040153 040153 020491 021085 040632 020487 021093 030601 021093 030893 030905 040153 040153 040068 020377 020490 021085 030116 040632 021083 040632 021084 021013 021084 040112 040112 020486 030576 040539 030292 030292 040609 021087 021087 021095 021087 021095 021087 040332 040332 040332 030532 020487 020487 020489 020489 020376 020377 040632 040632 040632 040129 07 07 07 07 07 05 01 06 01 08 07 05 01 06 07 06 01 06 01 07 01 07 07 07 07 07 07 07 07 05 07 05 01 06 07 06 01 08 07 05 01 08 07 05 01 06 07 05 07 07 07 07 07 05 07 06 01 08 07 06 07 06 01 08 01 06 01 06 01 06 01 06 01 06 01 06 07 07 07 07 07 07 07 06 07 05 07 05 07 05 07 05 07 05 07 05 01 08 01 08 01 08 07 07 00950 00950 00950 00950 80025 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 80025 67620 80025 67620 01100 67620 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 00950 80025 80025 80025 00950 5/6/2005 MARKINGS WAGSX 10 FE WAGSX 10 FE WAGSX 2 GG WAGSX 4 EE WAGSX 5 EE WAGSX 6 FF WAGSX 9 FF WAGZD 5 FF WAGZD 6 FF WAGZD 7 FG WAGZD 8 FF WAGZX 11 FE WAGZX 11 FE WAGZX 3 FE WAGZX 4-01 EE WAGZX 5 FF WAGZX 6 EE WAGZX 7 EE WAGZX 8 EE WBC 100 EE WBC 105 EE WBC 90 EE WDS011 FF WDS M22 EE WE 105 FF WE 106 FF WE 130 GG WE 134 EE WE 136 FF WE 137 FF WE 138 FF WE 147 EE WE 155 EE WE 156 EE WE 158 EE WE 159 EE WE 167 EE WE 168 EE WE 173 EE WE 174 EE WE 175 EE WED 105 FF WED 21 FF WED 21 FF WED 43 FF WED 43 FF WED 50 EE WED 51 EE WED 59 EE WED 62 EE WED 63 EE WED 68 EE SECTION 10-64

SEP. 27. 2006 2:23PM SHERATON SUITES WILMINGTON NO. 8538 P. 2 // At 1C Industries Ccmoarty October 1, 1979 Abas Corporation Friction Products Division P o Bos mo Winchester vj 23SQI I 70J 682-M71 Mr.

f.7 2000-15 20OM-4-G4 * UNDERWRITERS' LABORATORIES, INC.

March 2, 2001 Expert report of David S.

~3.

CAUSE NO. 2000-2113 PABLO AGUILERA; TOMAS TORRES; PEDRO PAZ BAEZA; ROBERT BAEZA; and MANUEL MACIAS VS.

Thermo Electron EAL Corporation 2030 Wright Avenue Richmond.

CERTIFICATE OF SERVICE I hereby certify that a true and correct copy of the foregoing was served by Certified Mail Return Receipt Requested and facsimile mail upon all parties or counsel of record this 5th day of September, 2003. 69

D A N A C O R P O R A T IO N / Annual Report 2001 In August 2001, we completed the private placement of $575 and 200 of 10-year unsecured senior notes.