DELCO REMY INTERNATIONAL, INC.



                    11% Senior Subordinated Notes Due 2009





                         REGISTRATION RIGHTS AGREEMENT

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





                                                                  April 19, 2001



Credit Suisse First Boston Corporation

Deutsche Banc Alex. Brown

c/o Credit Suisse First Boston Corporation

    Eleven Madison Avenue

    New York, New York 10010-3629



Dear Sirs:



     Delco Remy International, Inc., a Delaware corporation (the "Issuer"),

proposes to issue and sell to Credit Suisse First Boston Corporation and

Deutsche Banc Alex. Brown (together, the "Initial Purchasers"), upon the terms

set forth in a purchase agreement of even date herewith (the "Purchase

Agreement"), $165,000,000 aggregate principal amount of its 11% Senior

Subordinated Notes Due 2009 (the "Initial Securities") to be guaranteed on a

senior subordinated basis (the "Guaranties") by each of the Company's domestic

subsidiaries that are signatories hereto (the "Guarantors" and, collectively

with the Issuer, the "Company").  The Initial Securities will be issued pursuant

to an Indenture, dated as of             , 2001 (the "Indenture"), among the

Issuer, the Guarantors named therein and First Union National Bank , as trustee

(the "Trustee").  As an inducement to the Initial Purchasers to enter into the

Purchase Agreement, the Company agrees with the Initial Purchasers, for the

benefit of the Initial Purchasers and the holders of the Securities (as defined

below) (collectively the "Holders"), as follows:



     1.  Registered Exchange Offer.  Unless not permitted by applicable law

(after the Company has complied with the ultimate paragraph of this Section 1),

the Company shall prepare and, not later than 90 days (such 90th day being a

"Filing Deadline") after the date on which the Initial Purchasers purchase the

Initial Securities pursuant to the Purchase Agreement (the "Closing Date"), file

with the Securities and Exchange Commission (the "Commission") a registration

statement (the "Exchange Offer Registration Statement") on an appropriate form

under the Securities Act of 1933, as amended (the "Securities Act"), with

respect to a proposed offer (the "Registered Exchange Offer") to the Holders of

Transfer Restricted Securities (as defined in Section 6 hereof), who are not

prohibited by any law or policy of the Commission from participating in the

Registered Exchange Offer, to issue and deliver to such Holders, in exchange for

the Initial Securities, a like aggregate principal amount of debt securities of

the Company issued under the Indenture, identical in all material respects to

the Initial Securities (except for the transfer restrictions relating to the

Initial Securities and the provisions related to the matters described in

Section 6 hereof) and registered under the Securities Act (the "Exchange

Securities").  The Company shall use its best efforts to (i) cause such Exchange

Offer Registration Statement to become effective under the Securities Act within



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150 days after the Closing Date (such 150th day being an "Effectiveness

Deadline") and (ii) keep the Exchange Offer Registration Statement effective for

not less than 30 days (or longer, if required by applicable law) after the date

notice of the Registered Exchange Offer is mailed to the Holders (such period

being called the "Exchange Offer Registration Period").



     If the Company commences the Registered Exchange Offer, the Company (i)

will be entitled to consummate the Registered Exchange Offer 30 days after such

commencement (provided that the Company has accepted all the Initial Securities

theretofore validly tendered in accordance with the terms of the Registered

Exchange Offer) and (ii) will be required to consummate the Registered Exchange

Offer no later than 40 days after the date on which the Exchange Offer

Registration Statement is declared effective (such 40th day being the

"Consummation Deadline").

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