(1)   Laurus Master Fund,  Ltd., a Cayman Islands  corporation  ("Laurus  Master
      Fund"), is the holder of all of the securities of Riviera Tool Company,  a
      Michigan corporation (the "Company"),  reported herein. Laurus Master Fund
      is managed by Laurus Capital Management, LLC, a Delaware limited liability
      company  ("Laurus  Capital").  Eugene Grin and David Grin,  through  other
      entities, are the controlling principals of Laurus Capital, and share sole
      voting and  investment  power over all  securities  of the Company held by
      Laurus  Master Fund.  Thus,  for the purposes of Reg.  Section  240.13d-3,
      Laurus Capital,  Eugene Grin and David Grin may be deemed to be beneficial
      owners of more than 10% of the Company's  common  stock,  no par value per
      share.  Each of  Laurus  Capital,  Eugene  Grin and David  Grin  disclaims
      beneficial  ownership  of the  securities  reported  herein  except to the
      extent of such person's  pecuniary interest in Laurus Master Fund, if any.
      The filing of this  statement by any reporting  person shall not be deemed
      an  admission  that such  person  is,  for  purposes  of Section 16 of the
      Securities Exchange Act of 1934 or otherwise,  the beneficial owner of any
      equity securities covered by the statement.