X0201 42003-09-0200000835409CLARION TECHNOLOGIES INC/DE/ CLAR.OB0001095499WILLIAM BLAIR MEZZANINE CAPITAL FUND III L PSUITE 2100CHICAGOIL606060010Series A Con. Preferred Stock, par value $0.001 per share02003-09-024J04000A2003-09-022007-06-30Common Stock, par value $0.001 per share22857134952DDividends on the Series A Preferred Stock will accrue daily at a rate of 12% per annum. If a dividend payment default occurs, dividends will accrue daily at the rate of 15% per annum. Dividends are payable in cash.At any time and from time to time, holders of Series A Preferred Stock can convert such shares into shares of common stock of Clarion Technologies, Inc. by multiplying the number of shares to be converted by $1,000 and dividing that result by the conversion price then in effect, initially $1.75. The conversion price is subject to adjustment as a result of subdivisions or combinations of common stock, reorganizations, reclassifications, consolidations, mergers, sales of all or substantially all of Clarion Technologies, Inc.'s assets, or if Clarion Technologies, Inc., in certain circumstances, issues common stock at below fair market value prices. At any time after June 30, 2004, the holder of the Series A Preferred Stock may convert accrued and unpaid dividends on such shares into a number of shares of common stock of Clarion Technologies, Inc. computed by dividing the amount of accrued and unpaid dividends by the conversion price then in effect.Clarion Technologies, Inc. issued 228,571 shares of Series A Preferred Stock to William Blair Mezzanine Capital Fund III, LP as payment for the lapse of a contingency with respect to the prepayment of certain indebtedness of Clarion Technologies, Inc. owned by William Blair Mezzanine Capital Fund III, LP.All conversion rights of the shares of Series A Preferred Stock shall cease upon redemption of such shares. The Series A Preferred Stock is subject to optional redemption by Clarion Technologies, Inc. after the earlier of July 21, 2003 or a fundamental change (as defined in the Certificate of Designations of the Series A Preferred Stock). The Series A Preferred Stock is also subject to mandatory redemption on June 30, 2007.Matthew O'Meara Attorney-in-Fact2003-09-04