COLUMBUS MCKINNON CORPORATION
                          EMPLOYEE STOCK OWNERSHIP PLAN

                  AMENDMENT NO. 12 OF THE 1989 PLAN RESTATEMENT


          Columbus  McKinnon  Corporation  (the  "Company")  hereby  amends  the
Columbus  McKinnon  Corporation  Employee Stock Ownership Plan (the "Plan"),  as
amended and restated in its  entirety  effective  April 1, 1989,  and as further
amended by Amendment  Nos. 1 through 11, as permitted  under Section 11.1 of the
Plan, as follows:

          1.   Section  7.1,  entitled  "Time  of  Distributions",   is  amended
               effective March 28, 2005 by changing Section 7.1(d)(1) to read as
               follows:

          "(1) REQUIREMENT OF PARTICIPANT'S CONSENT. If the aggregate value of a
Participant's Account Balance exceeds $5,000, no distribution to the Participant
shall be made before the  Participant  attains Normal  Retirement Age unless the
Participant is given the notice  described in Section  7.1(d)(1)(A) and consents
in writing to earlier  payment.  Such notice and  consent  shall not be required
after the death of the  Participant.  If the aggregate  value of a Participant's
Account Balance exceeds $1,000, no distribution to the Participant shall be made
before the  Participant  attains Normal  Retirement  Age unless the  Participant
affirmatively   elects  whether  the  payment  will  be  made  directly  to  the
Participant or to an eligible retirement plan as a direct rollover."

          IN WITNESS WHEREOF,  this instrument of amendment has been executed by
a duly authorize officer of the Corporation this 17th day of March,  2005, to be
effective as of the dates recited herein.


                                       COLUMBUS McKINNON CORPORATION

                                       By     /S/ TIMOTHY R. HARVEY
                                              -----------------------

                                       Title: Corporate Secretary
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