LOAN AGREEMENT



     THIS AGREEMENT is made as of this 5th day of February, 2001, by and between

EDAC TECHNOLOGIES CORPORATION, a Wisconsin corporation with an office at 1806

New Britain Avenue in the Town of Farmington, County of Hartford and State of

Connecticut (hereinafter called the "Borrower") and Farmington Savings Bank, a

banking corporation having its principal place of business at 32 Main Street,

Farmington, Connecticut 06032 (hereinafter called the "Bank").



                               W I T N E S S E T H



     WHEREAS, the Borrower is the owner of certain real property located in the

Town of Farmington (the "Property"), which Property is more particularly

described on Schedule A to the Mortgage (as hereinafter defined) and which

Property together with all improvements thereon and appurtenances thereto

(whether now or hereafter existing) are hereinafter collectively called the

"Premises"; and



     WHEREAS, the Borrower is desirous of refinancing certain indebtedness with

Fleet National Bank; and



     WHEREAS, the Borrower has applied to the Bank for a mortgage loan (the

"Loan") under which the Bank will lend the Borrower the principal sum of Two

Million and 00/100 ($2,000,000.00) Dollars; and



     WHEREAS, in order to provide funds for the refinancing and other working

capital purposes, the Bank has agreed to advance funds to the Borrower in

accordance with the terms and conditions hereof;



     NOW, THEREFORE, in consideration of the promises and One Dollar($1.00) and

other good and valuable consideration, receipt of which from the other is hereby

acknowledged by each party hereto, and of the initial promises and covenants

herein contained, the parties covenant and agree as follows:



                                    ARTICLE I



                         STATUS OF BORROWER AND PROPERTY



     The Borrower warrants and represents to the Bank that as of the date

hereof:



     1.01 Authority of Borrower: The Borrower is a corporation duly organized,

validly existing and in good standing under the laws of the State of Wisconsin

and is duly authorized to transact business in the State of Connecticut. The

Borrower has the following







{PAGE}   2



wholly-owned subsidiaries: Gros-Ite, Inc. and Apex Machine Tool Company, Inc.

For purposes of the representations and negative covenants in the Loan

Documents, as hereinafter defined, unless the context requires otherwise, the

term "Borrower" includes such subsidiaries. The Borrower has the requisite power

and authority and all material licenses and permits to own and operate its

properties and to carry on its business as now conducted, and to enter into and

bind itself to the terms of this Agreement, and the other documents contemplated

by this Agreement, in the manner described herein, without any further or

additional action of any of its shareholders or other bodies or authorities. The

execution and delivery by the Borrower of this Agreement, and the other

documents contemplated by this Agreement, and the consummation of the

transactions contemplated hereby and thereby, will not contravene any term,

condition or provision of the Borrower's Articles of Organization or By-Laws, or

result in a breach of, default under, or acceleration of any indebtedness of the

Borrower or of any other obligations or agreements of the Borrower, except the

Borrower is in default, and execution of the Loan Documents would constitute a

default, under its loan documents with Fleet National Bank, provided that such

loan documents are being replaced pursuant to the terms that certain Escrow and

Forbearance Agreement dated September 29, 2000 upon payment of approximately

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