EXHIBIT 99.2
                 NOTICE TO BROKERS, DEALERS, COMMERCIAL BANKS,
                       TRUST COMPANIES AND OTHER NOMINEES

                                  RELATING TO

                           OFFER BY HAWK CORPORATION
                                  TO EXCHANGE

   $            OF       % SENIOR NOTES DUE 2    (THE "NEW NOTES"), OF WHICH
  $            IN PRINCIPAL AMOUNT CONSTITUTES A CONSENT PAYMENT FOR CONSENTS
                                    RECEIVED
                     PRIOR TO THE CONSENT PAYMENT DEADLINE

                                      FOR

                  EACH $1,000 PRINCIPAL AMOUNT OF OUTSTANDING
               10 1/4% SENIOR NOTES DUE 2003 (CUSIP 420089AA2) OR
   SERIES B 10 1/4% SENIOR NOTES DUE 2003 (CUSIP 420089AC8) (THE "OLD NOTES")

 AND SOLICITATION OF CONSENTS TO AMEND THE INDENTURE RELATING TO THE OLD NOTES

PURSUANT TO THE PROSPECTUS AND CONSENT SOLICITATION STATEMENT DATED            ,
                                      2002

THE EXCHANGE OFFER WILL EXPIRE AT 5:00 P.M., NEW YORK CITY TIME, ON
               ,   , 2002, UNLESS EXTENDED (SUCH DATE, AS THE SAME MAY BE
EXTENDED, THE "EXPIRATION DATE"). HOLDERS WHO WISH TO PARTICIPATE IN THE
EXCHANGE OFFER MUST TENDER THEIR OLD NOTES PURSUANT TO THE EXCHANGE OFFER ON OR
PRIOR TO THE EXPIRATION DATE. TENDERS OF OLD NOTES MAY BE WITHDRAWN AT ANY TIME
BEFORE THE COMPANY NOTIFIES THE TRUSTEE FOR THE OLD NOTES THAT IT HAS RECEIVED
VALID AND UNREVOKED CONSENTS REPRESENTING A MAJORITY IN AGGREGATE PRINCIPAL
AMOUNT OF THE OLD NOTES.

THE CONSENT PAYMENT DEADLINE (THE TIME BY WHICH HOLDERS MUST TENDER IN ORDER TO
RECEIVE THE CONSENT PAYMENT) WILL BE 5:00 P.M., NEW YORK CITY TIME, ON THE LATER
TO OCCUR OF THE DATE THAT THE COMPANY RECEIVES THE REQUIRED CONSENTS TO AMEND
THE OLD INDENTURE OR           , 2002.

To:  Brokers, Dealers, Commercial Banks, Trust Companies and other Nominees:

     Enclosed for your consideration is material relating to the offer by Hawk
Corporation, a Delaware corporation (the "Company") to exchange $          of
New Notes, of which $          in principal amount constitutes a consent payment
for consents received prior to the consent payment deadline, for each $1,000
principal amount of Old Notes and the solicitation of consents to amend the
indenture relating to the Old Notes (together, the "Exchange Offer"), as
described in the Prospectus and Consent Solicitation Statement dated          ,
2002 (as the same may be amended, supplemented or modified from time to time,
the "Prospectus") under the caption "The Exchange Offer -- Terms of the Exchange
Offer."

     We are requesting that you contact your clients for whom you hold Old Notes
regarding the Exchange Offer. For your information and for forwarding to your
clients for whom you hold Old Notes registered in your name or in the name of
your nominee, or who hold Old Notes registered in their own names, we are
enclosing the following documents:

          1.  the Prospectus;

          2.  a Consent and Letter of Transmittal relating to the Old Notes for
     your use and for the information of your clients; and


          3.  a form of letter which may be sent to your clients for whose
     account you hold Old Notes registered in your name or the name of your
     nominee, with space provided for obtaining such clients' instructions with
     regard to the Exchange Offer.

     To participate in the Exchange Offer, a duly executed and properly
completed Consent and Letter of Transmittal relating to the Old Notes (or
facsimile thereof or Agent's Message in lieu thereof), with any required
signature guarantees and any other required documents, should be sent to the
Exchange Agent, and certificates representing the Old Notes, or a timely
confirmation of a book-entry transfer of such Old Notes, should be delivered to
the Exchange Agent, all in accordance with the instructions set forth in the
Consent and Letter of Transmittal and the Prospectus.

     The Company will, upon request, reimburse brokers, dealers, commercial
banks and trust companies for reasonable and necessary costs and expenses
incurred by them in forwarding the Prospectus and the related documents to the
beneficial owners of Old Notes held by them as nominee or in a fiduciary
capacity. The Company will not make any payments to brokers, dealers, or others
soliciting acceptances of the Exchange Offer. Holders of Old Notes will not be
obligated to pay or cause to be paid any securities transfer taxes applicable to
the exchange of Old Notes pursuant to the Exchange Offer.

     Any inquiries you may have with respect to the Exchange Offer, or requests
for additional copies of the enclosed materials, should be directed to the
Exchange Agent for the Exchange Offer at its address and telephone number set
forth on the front of the Consent and Letter of Transmittal.

                                          Very truly yours,

                                          HAWK CORPORATION

     NOTHING HEREIN OR IN THE ENCLOSED DOCUMENTS SHALL CONSTITUTE YOU OR ANY
PERSON AS AN AGENT OF THE COMPANY OR THE EXCHANGE AGENT, OR AUTHORIZE YOU OR ANY
OTHER PERSON TO USE ANY DOCUMENT OR MAKE ANY STATEMENTS ON BEHALF OF EITHER OF
THEM WITH RESPECT TO THE EXCHANGE OFFER, EXCEPT FOR STATEMENTS EXPRESSLY MADE IN
THE PROSPECTUS OR THE CONSENT AND LETTER OF TRANSMITTAL.

Enclosures

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