8-K

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                              --------------------

                                    FORM 8-K

                                 CURRENT REPORT
                     PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934


         Date of Report (Date of earliest event reported): July 19, 2007
                                                           -------------

                                BNS Holding, Inc.
- --------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


          Delaware                      1-5881                   20-1953457
- --------------------------------------------------------------------------------
(State or other jurisdiction          (Commission              (IRS Employer
      of incorporation)               File Number)           Identification No.)

25 Enterprise Center, Suite 104, Middletown, Rhode Island               02842
- --------------------------------------------------------------------------------
         (Address of principal executive offices)                     (zip code)

Registrant's telephone number, including area code: (401) 848-6300
                                                    --------------

                                      N/A
- --------------------------------------------------------------------------------
         (Former name or former address, if changed since last report.)


Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (SEE General Instruction A.2. below):

   |_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)

   |_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)

   |_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))

   |_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))



Item 1.01   ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.

      On July 19, 2007, the Board of Directors of BNS Holding, Inc. (the
"Company") approved the Company's entering into an agreement, to be effective as
of July 1, 2007 (the "Services Agreement"), with SP Corporate Services, LLC
("SP") pursuant to which SP will provide to the Company, on a non-exclusive
basis, a full range of executive, financial and administrative support services
and personnel, including the services of a Chief Financial Officer and
Secretary, maintenance of the Company's corporate office and records, periodic
reviews of transactions in the Company's stock to assist in preservation of the
Company's net loss carry-forwards under Section 382 of the Internal Revenue
Code, and related executive, financial, accounting and administrative support
services. Under the Services Agreement, the Company will pay SP a monthly fee of
$11,000 in exchange for the financial services and a monthly fee ranging from
$12,500 to $16,667 for corporate secretarial, administrative and insurance
services. SP will be responsible for compensating and providing all applicable
employment benefits to any SP personnel in connection with providing services
under the Services Agreement. The Company shall reimburse SP for reasonable and
necessary business expenses of the Company incurred by SP, and the Company will
be responsible for payment of fees related to audit, tax, legal, stock transfer,
insurance broker, investment advisor and banking services provided to the
Company by third party advisors. The Services Agreement has a term of one year
and shall automatically renew for successive one-year periods unless terminated,
on any anniversary date of the Services Agreement, by either party upon not less
than 30 days prior written notice to the other. The Services Agreement is
attached hereto as Exhibit 99.1.

      SP is affiliated with Steel Partners II, L.P., the Company's largest
stockholder, by virtue of SP's President, Warren Lichtenstein, serving as the
sole executive officer and managing member of Steel Partners, L.L.C., the
general partner of Steel Partners II, L.P. SP is a wholly owned-subsidiary of
Steel Partners Ltd., also controlled by Mr. Lichtenstein.

Item 5.02.  DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF
            DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY
            ARRANGEMENTS OF CERTAIN OFFICERS.

      On July  19,  2007  Michael  Warren  resigned  as  President  and  Chief
Executive   Officer  of  BNS   Holding,   Inc.   (the   "Company")   effective
immediately.  Mr. Warren did not resign as a result of any  disagreement  with
the Company on any matter  relating to the Company's  operations,  policies or
practices.  Kenneth Kermes,  the Company's  Chairman of the Board, was elected
by the Board of Directors to serve as Mr. Warren's replacement.

      On July 19, 2007 the Board of Directors also elected Terry Gibson to serve
as the Company's Chief Financial Officer and Sandra Kearney to serve as the
Company's Corporate Secretary.

      Mr. Gibson is currently a Managing Director of SP, effective July 1, 2007.
He presently serves as the Chief Executive Officer and Chief Financial Officer
of CoSine Communications Inc. and NOVT Corporation, as well as Chief Financial
Officer of WebFinanical Corporation. Prior to joining SP, Mr. Gibson served as
the Chief Executive Officer of CoSine Communications. Inc. ("CoSine"), a



publicly held shell company, from January 2005 to July 2007 and as Executive
Vice President and Chief Financial Officer of Cosine from January 2002 to
January 2005. From January 2005 to the present, Mr. Gibson has been serving as a
director of CoSine. Mr. Gibson also served as Chief Financial Officer of Calient
Networks, Inc. from May 2000 through December 2001. He served as Chief Financial
Officer of Ramp Networks, Inc. from March 1999 to May 2000 and as Chief
Financial Officer of GaSonics, International from June 1996 through March 1999.
He also served as Vice President and Corporate Controller of Lam Research
Corporation from February 1991 through June 1996. Mr. Gibson holds a B.S. in
Accounting from the University of Santa Clara. Mr. Gibson is 53 years old.

Item 8.01.  OTHER EVENTS.

      On July 19, 2007, the Company announced that its stockholders approved a
proposal to (i) effectuate a reverse stock split of its outstanding Class A
Common Stock, $0.01 par value per share (the "Common Stock"), whereby the
Company will effect a 1-for-200 reverse stock split, such that stockholders of
record owning fewer than 200 shares of Common Stock will have such shares
cancelled and converted into the right to receive $13.62 for each share of
Common Stock held prior to the reverse stock split, immediately followed by a
200-for-1 forward stock split (the "Reverse/Forward Stock Split"). In addition,
the stockholders also approved proposals which (i) grants the Company an option
to acquire shares proposed to be transferred by stockholders subsequent to such
Reverse/Forward Stock Split if, after the proposed transfer, there would be 250
or more holders of record of the Common Stock (the "Right of First Refusal") and
(ii) decreases the number of authorized shares of Class A Common Stock, $.01 par
value, from 30,000,000 to 5,000,000, and eliminate the authorized shares of
Class B Common Stock, $.01 par value (the "Authorized Share Reduction"). The
approval of such resolutions was followed by the approval of the Board of
Directors of the Company. The Board of Directors set the record date for the
Reverse/Forward Stock Split as August 2, 2007.

      The Company also announced that as a result of the Reverse/Forward Stock
Split, it will have less than 300 holders of record of shares of its capital
stock enabling it to voluntarily withdraw the listing of its capital stock on
the Boston Stock Exchange and the Over-the-Counter Bulletin Board and to
deregister all of the Company's capital stock registered pursuant to Sections 12
and 15 of the Securities and Exchange Act of 1934, as amended. Computershare
Trust Company, N.A. shall serve as the paying and exchange agent for the Reverse
Stock Split and shall be sending transmittal letters to all stockholders of
record of the Company starting August 3, 2007.

      The Company also announced that once the Reverse/Forward Stock Split is
effectuated, the Company shall adjust the number of shares of one one-hundredths
of a share of Preferred Stock of the Company purchasable upon proper exercise of
each right under the Rights Agreement (the "Rights Agreement"), as amended,
dated as of February 13, 1998, between Brown & Sharpe Manufacturing Company and
assumed by BNS Holding, Inc. on December 14, 2004, and Computershare Trust
Company, N.A. (formerly known as EquiServe Trust Company. N.A.).


                                      -2-


Item 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

            Exhibit 99.1 --     Services Agreement by and between BNS Holding,
                                Inc. and SP Corporate Services, LLC dated as of
                                July 19, 2007.

            Exhibit 99.2 --     Press release of BNS Holding Inc. dated July 19,
                                2007


                                      -3-


                                   SIGNATURES
                                   ----------

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.


                                           BNS HOLDING, INC.

Dated: July 23, 2007                       By: /s/ Kenneth Kermes
                                               ---------------------------------
                                               Name:  Kenneth Kermes
                                               Title: President and Chief
                                                      Executive Officer


                                      -4-

EX-99.1

                                                                    Exhibit 99.1


                               SERVICES AGREEMENT
                               ------------------

            AGREEMENT, effective as of July 1, 2007, by and between SP Corporate
Services, LLC ("SP"), a Delaware limited liability company, having an office at
590 Madison Avenue, 32nd Floor, New York, New York 10022, and BNS Holdings Inc.
(the "Company") having an office at 590 Madison Avenue, 32nd Floor, New York,
New York, 10022.

                              W I T N E S S E T H:

      WHEREAS, the Company desires to have SP furnish certain services to the
Company, as set forth on Exhibit A attached hereto as it may be amended from
time to time pursuant to the terms hereof (the "Services"), and SP has agreed to
furnish Services, pursuant to the terms and conditions hereinafter set forth;
and

      WHEREAS, this Agreement has been approved by a majority of the
disinterested directors of the Company.

      NOW, THEREFORE, the parties hereto, intending to be legally bound, hereby
agree as follows:

      Section 1.  ENGAGEMENT OF SP.

      1.01. During the term of this Agreement, SP shall provide to the Company
such Management and Corporate Secretarial Services, as more fully described and
defined on Exhibit A, as may be necessary or desirable or as may be reasonably
requested or required, in connection with the business, operations and affairs,
both ordinary and extraordinary, of the Company and its subsidiaries and
affiliates.

      In performing Services, SP shall be subject to the supervision and control
of the disinterested directors of the Company. In no event shall SP incur an
obligation or enter into any transaction on behalf of the Company involving in
excess of $50,000 without the prior approval of the disinterested directors of
the Company.

      1.02. While the amount of time and personnel required for performance by
SP hereunder will necessarily vary depending upon the nature and type of
Services, SP shall devote such time and effort and make available such personnel
as may from time to time reasonably be required for the performance of Services
hereunder.

      1.03. Exhibit A may be amended from time to time to provide for additional
Services, the elimination of certain Services, increases or decreases to the
compensation paid hereunder, or other changes, upon the mutual agreement of the
parties hereto.

      Section 2.  TERM.

      This Agreement shall commence effective as of July 1, 2007, and shall
continue through June 30, 2008, and shall automatically renew for successive one
(1) year periods unless and until terminated by either party, on any anniversary
date, upon not less than thirty (30) days prior written notice to the other.



      PAYMENTS TO SP.

      2.01. In consideration of Services furnished by SP hereunder ("Management
Services"), the Company shall pay to SP a fixed monthly fee as set forth in
Section 3.02, which shall be adjustable annually upon mutual agreement by the
parties or at other times upon the amendment of Exhibit A pursuant to Section
1.03. In addition, the Company shall reimburse SP for certain expenses,
including legal expenses, as well as all reasonable and necessary business
expenses, incurred on behalf of the Company.

      2.02. In consideration of the Services performed by Sandra Kearney
("Corporate Secretary Services"), the Company shall pay SP a monthly fee in the
amount set forth on Exhibit A in advance on the first day of each month.

      Section 3.  LIMITATION ON LIABILITY.

      To the fullest extent permitted by law and as consistent with the
Company's Bylaws and Amended and Restated Certificate of Incorporation (the
"Company's Charter Documents"), SP shall not be liable to the Company, any
affiliate thereof or any third party for any losses, claims, damages,
liabilities, penalties, obligations or expenses, including reasonable legal fees
and expenses, of any kind or nature whatsoever due to any act or omission in
connection with the rendering of Services hereunder, unless that act or omission
constitutes gross negligence, willful misconduct or fraud. Further, SP shall
reasonably rely on information provided to it about the Company, if any, that is
provided by the Company or the Company's affiliates, employees or agents. In no
event shall SP be liable for any error or inaccuracy of any report, computation
or other information or document produced in accordance with this Agreement, for
whose accuracy the Company assumes all responsibility, unless resulting from the
gross negligence or willful misconduct of SP or SP's officers, directors,
employees or agents.

      Section 4.  INDEMNITY.

      To the fullest extent permitted by law and as consistent with the
Company's Charter Documents, the Company shall defend, indemnify, save and hold
harmless SP from and against any claims, liabilities, damages, losses, costs or
expenses, including amounts paid in satisfaction of judgments, in compromises
and settlements, as fines and penalties and legal or other costs and reasonable
expenses of investigating or defending against any claim or alleged claim of any
nature whatsoever resulting from SP's actions under the terms of this Agreement,
except to the extent occasioned by the gross negligence or willful misconduct of
SP or SP's officers, directors, employees or agents. To the fullest extent
permitted by law and as consistent with the Company's Charter Documents, the
Company's obligation to indemnify SP hereunder shall extend to and inure to the
benefit of SP's officers, directors, members, employees, affiliates and
consultants. If SP should reasonably determine, its interests are or may be
adverse to the interests of the Company, SP may retain its own counsel in
connection with such claim or alleged claim or action, in which case the Company
shall be liable, to extent permitted under this Section 5, to SP for any
reasonable and documented legal, accounting or other directly related fees and
expenses incurred by SP in connection with its investigating or defending such
claim or alleged claim or action.



      Section 5.  CONFIDENTIAL INFORMATION.

      SP shall not at any time during or following the termination or expiration
for any reason of this Agreement, directly or indirectly, disclose, publish or
divulge to any person (except where necessary in connection with the furnishing
of Services under this Agreement), appropriate or use, or cause or permit any
other person to appropriate or use, any of the Company's inventions,
discoveries, improvements, trade secrets, copyrights or other proprietary,
secret or confidential information not then publicly available.

      Section 6.  NON-EXCLUSIVE ARRANGEMENT; CONFLICTS OF INTEREST.

      6.01 The Company acknowledges that SP may from time to time enter into
agreements similar to this Agreement with other companies pursuant to which SP
may agree to provide services similar in nature to the Services being provided
hereunder. The Company understands that the person or persons providing the
Services hereunder may also provide similar or additional services to other
companies, including as officers and directors of such companies. In addition,
to the extent business opportunities arise, the Company acknowledges that SP
will be under no obligation to present such opportunity to the Company, and SP
may, in its sole discretion, present any such opportunity to whatever company it
so chooses, or to none at all; PROVIDED, HOWEVER, nothing contained herein shall
affect or otherwise limit the fiduciary obligations of the directors of the
Company.

      Section 7.  GENERAL.

      7.01. This Agreement constitutes the entire agreement between the parties
hereto pertaining to the subject matter hereof and supersedes all prior
representations and agreements, whether oral or written, and cannot be modified,
changed, waived or terminated except by a writing signed by both of the parties
hereto. No course of conduct or trade custom or usage shall in any way be used
to explain, modify, amend or otherwise construe this Agreement.

      7.02. All notices, requests, demands and other communications required or
permitted under this Agreement shall be in writing and shall be deemed to have
been duly given if personally delivered, sent by nationally recognized overnight
carrier, one day after being sent, or mailed by first class registered or
certified mail, return receipt requested, five days after being sent.

      7.03. This Agreement shall be construed under the laws of the State of New
York and the parties hereby submit to the personal jurisdiction of any federal
or state court located therein, and agree that jurisdiction shall rest
exclusively therein, without giving effect to the principles of conflict of
laws.

      7.04. This Agreement may not be assigned by any party without the prior
written consent of the other parties to this Agreement.

      7.05. This Agreement may be executed in two or more counterparts, each of
which shall be deemed to be an original but all of which together shall
constitute one and the same instrument.

      7.06. Sections 4, 5 and 6 shall survive any expiration or termination of
this Agreement.



      IN WITNESS WHEREOF, the parties have duly executed this Agreement as of
the date first above written.

                                       SP CORPORATE SERVICES LLC

                                       By: /s/ Warren G. Lichtenstein
                                           -------------------------------------
                                           Name:  Warren G. Lichtenstein
                                           Title: President


                                       BNS Holdings, Inc.

                                       By: /s/ Kenneth Kermes
                                           -------------------------------------
                                           Name:  Kenneth Kermes
                                           Title: President and CEO



                                    EXHIBIT A

      The "Management Services" shall include the following:

      1.    Provide the non-exclusive services of Terry R. Gibson to serve as
            the Company's executive, administrative and financial services
            provider. In this capacity he will perform all duties of an
            executive manager of the Company, including without limitation:

            o  Responsibility for any and all financing matters for the Company
               and its subsidiaries including but not limited to debt, equity or
               other financings, whether through the public markets or in
               private transactions, or otherwise, including the negotiation and
               consummation of all of the foregoing.

            o  Review of annual and quarterly budgets and related matters.

            o  Supervise and administer, as appropriate, all
               accounting/financial duties and related functions on behalf of
               the Company for its operations and business matters (including
               control of the Company's cash, checking accounts, revenue
               receipts, disbursements, bookkeeping, accounts, ledgers,
               billings, payroll and related matters).

            o  Provide or engage the non-exclusive services of a person or
               persons to conduct the periodic review of the Company's Net
               Operating Losses ("NOL"), including the impact of changes in
               Company shareholders on the availability of any NOL's ("Provided
               NOL Services"). The Provided NOL Services will not include
               so-called "382 studies" or updates to 382 studies due to changes
               in shareholders or other Company activities ("Extra NOL
               Services"). If SP or Terry R. Gibson procures or provides Extra
               NOL Services to the Company, upon prior Company approval, the
               Company will be billed separately and additionally by SP
               therefore.

            o  Review and supervise the Company's reporting obligations, if any,
               under United States Securities and Exchange Commission
               regulations for a public corporation, including Quarterly Reports
               on Form 10-Q and Annual Reports on Form 10-K, as well as under
               related state laws.

            o  Perform the duties of the Company's Principal Financial Officer
               and Principal Accounting Officer.

            o  Organization and preparation for board meetings, corporate record
               keeping, management of due diligence for corporate transactions,
               review and maintenance of D&O insurance policies, and other
               similar items.

            o  Maintain the Company's corporate office and legal address.



      2.    Provide the non-exclusive services of Sandra Kearney ("Corporate
            Secretary Services") to serve as the Company's corporate secretary,
            including responsibility for supervision of all risk management
            matters, maintenance of insurance policies, supervision and
            management of legal matters and stockholder matters as well as
            coordination of such items with outside experts, as needed.

      3.    Provide the non-exclusive services of such other personnel as
            necessary for the performance of SP's obligations under this
            Agreement.

      The monthly fee for providing the Management Services shall be $11,000 for
      the period ending December 31, 2007. The monthly fee for the Management
      Services will be revised, if necessary, for the period January 1, 2008
      through June 30, 2008, based on ongoing service requirements, as mutually
      agreed by the parties, and on SPCS billing rates then in effect.

      The monthly fee for the Corporate Secretary Services shall be:

            July 1 - September 30, 2007          $16,667

            October 1 - December 31, 2007        $14,583

            January 1 - June 30, 2008            $12,500

      During the six months ended December 31, 2007, SP shall provide a monthly
      report showing actual hours spent by service category, and including
      corporate office and other costs.

EX-99.2

                                                                    Exhibit 99.2


                                BNS HOLDING, INC.
                         25 ENTERPRISE CENTER, SUITE 104
                         MIDDLETOWN, RHODE ISLAND 02842

                              FOR IMMEDIATE RELEASE

   BNS HOLDING, INC. SHAREHOLDERS APPROVE REVERSE/FORWARD STOCK SPLIT AT 2007
                                 ANNUAL MEETING


ORLANDO,  FLORIDA,  JULY 20, 2007 -- BNS Holding, Inc.  (OTCBB:BNSIA)  announced
that at its 2007  Annual  Meeting  of  Stockholders  held  yesterday  in Orlando
Florida the Company's shareholders voted to approve the following proposals:

   1. To amend the Company's  Certificate of Incorporation to effect a 1-for-200
      reverse  stock split of the  Company's  outstanding  Class A Common Stock.
      Stockholders  owning  fewer than 200 shares of Common  Stock on the record
      date of August 2, 2007 will have their shares cancelled and converted into
      the right to receive  $13.62 for each share of Common  Stock held prior to
      the reverse stock split. The reverse split will be immediately followed by
      a 200-for-1 forward stock split. The effective date of the Reverse/Forward
      Stock Split is August 2, 2007.
   2. To  grant  the  Company  an  option  to  acquire  shares  proposed  to  be
      transferred by stockholders  subsequent to the Reverse/Forward Stock Split
      if,  after such sale,  there would be 250 or more holders of record of the
      Common Stock.
   3. To amend the Company's Certificate of Incorporation to decrease the number
      of authorized shares of Class A Common Stock from 30,000,000 to 5,000,000,
      and to eliminate the  authorized  shares of Class B Common Stock that were
      previously converted to Class A Common Stock.
   4. The election of Kenneth  Kermes,  John Robert Held,  Jack Howard and James
      Henderson  as  directors  to  serve  until  the  next  annual  meeting  of
      stockholders in 2008.
   5. The  approval  of  McGladrey  & Pullen  LLP as the  Company's  independent
      accountants for the fiscal year ending October 31, 2007.

The  effect  of the  first  two  proposals  will  be to  reduce  the  number  of
shareholders  of  record  to fewer  than 300 and thus  terminate  the  Company's
obligation  to file reports with the  Securities  and Exchange  Commission.  The
Company's  common stock will continue to be traded on the Pink Sheets,  but will
be  voluntarily  de-listed  from the Boston Stock  Exchange and the OTC Bulletin
Board,  where it currently is traded. The Company intends to continue to provide
shareholders  with annual audited financial  statements and quarterly  financial
information  by making these  documents  available on a Company  website.  These
reports will not be as detailed or extensive as the  information the Company has
been  required to file with the SEC or has provided to its  shareholders  in the
past.  However,  the Company  believes the reports will provide  investors  with
sufficient  information to make informed investment decisions.  All shareholders
are advised to read the definitive  proxy  statement and Schedule 13E-3 filed by
the  Company  on May 30,  2007 at the SEC's web  site,  WWW.SEC.GOV,  for a more
complete description of the reverse/forward stock split.



In remarks made during the meeting,  Michael  Warren,  President  and CEO of the
Company,  commented on the Company's extensive search for a suitable acquisition
candidate and completion of the merger with Collins Industries.

"After reviewing many opportunities, it became clear that Collins Industries was
the ideal  acquisition  candidate.  With  significant  assistance  from our lead
investor,  Steel Partners,  and our operational  partner,  AIP, we completed the
Business  Combination with Collins Industries on October 31 of last year. We are
extremely  excited about the prospects of this  business.  It operates in market
spaces that have bright futures, and it is dominant in those spaces."

Mr. Warren also disclosed that he was resigning as President, CEO and CFO. "With
the completion of the merger and the proposals being voted on here today, I will
have  accomplished  what I was  hired to do.  Over the past  couple of years the
company has:

o     Completed the environmental remediation of the North Kingstown site
o     Unlocked the value of the North Kingstown and UK properties
o     Stabilized the contingent liabilities
o     Investigated and rejected the dissolution strategy
o     Reorganized the company for an acquisition strategy
o     Looked closely at several acquisition candidates
o     Closed on an acquisition
o     And finally, after today, will have de-registered the company

"Along  the  way we  have  reduced  corporate  overhead,  built  a new  investor
relationship  with  Steel  Partners,  taken  care of the  minutia  of  corporate
management, and met some interesting characters. It has been quite a sleigh ride
for a company that not too long ago was on life  support.  With a share price of
$13.75 at its peak, I think the  shareholders  would agree that the new strategy
is working.

"So, it is now time for me to turn over my executive positions to those who will
have an ongoing role in the management of the "new" company"

Mr. Warren then turned the meeting over to Ken Kermes,  Chairman of the Board of
Directors,  to conduct  the  business  of the  meeting,  and to  Randall  Swift,
President  and CEO of Collins  Industries,  who  presented  an  overview  of the
Collins  operations  and  then  conducted  a tour of the  Orlando  manufacturing
facility for the shareholders present at the meeting.

At a meeting of the Board of Directors immediately following the annual meeting,
the  directors  elected  Kenneth  Kermes,  current  Chairman  of the  board,  as
President  and  CEO,  Terry  Gibson  as CFO and  re-elected  Sandra  Kearney  as
Corporate  Secretary.  With the  completion  of the  merger  with  Collins,  the
Company's new corporate address is BNS Holding, Inc., c/o SP Corporate Services,
61 East Main Street, Suite B, Los Gatos, CA 95031.

This  press  release  contains  forward-looking  statements,  as  defined in the
Private  Securities   Litigation  Reform  Act  of  1995.  Such   forward-looking
statements involve a number of assumptions,  risks, and uncertainties that could
cause the actual results of the Company to differ  materially from those matters
expressed in or implied by such forward-looking  statements.  They involve known



and unknown risks,  uncertainties,  and other  factors,  which are in some cases
beyond the control of the Company,  including whether it will be able to acquire
a business or operate it profitably. Additional information regarding these risk
factors and  uncertainties is described more fully in the Company's SEC filings.
A copy  of  all  filings  may  be  obtained  from  the  SEC's  EDGAR  web  site,
WWW.SEC.GOV,  or by contacting:  Kenneth  Kermes,  President and Chief Executive
Officer or Terry Gibson,  CFO,  telephone  (401) 848-6300.  Further  information
regarding   the   Company   can  be   found   at   the   Company's   web   site,
WWW.COLLINSIND.COM.

                                       END