REGISTRATION RIGHTS AGREEMENT

by and among

Precision Castparts Corp.

the Guarantors listed on Scheduled A hereto

and

Banc of America Securities LLC

Goldman, Sachs & Co.

Dated as of December 9, 2003

Registration Rights Agreement

This Registration Rights Agreement (this Agreement) is made and entered into as of December 9, 2003, by and among Precision Castparts Corp., an Oregon corporation (the Company), each of the subsidiary guarantors listed on Schedule A hereto and their respective successors and assigns (collectively, the Existing Guarantors and, together with each subsidiary of the Company that hereafter executes an additional guarantee in accordance with the terms of the Indenture (as defined below), the Guarantors) and Banc of America Securities LLC, Goldman, Sachs & Co., McDonald Investments Inc., a KeyCorp Company, PNC Capital Markets, Inc., Scotia Capital (USA) Inc., Wachovia Capital Markets, LLC, BNY Capital Markets, Inc., Fleet Securities, Inc., and Wells Fargo Brokerage Services, LLC (each an Initial Purchaser and, collectively, the Initial Purchasers), each of whom has agreed to purchase the Companys 5.60% Senior Notes due 2013 (the Initial Notes) pursuant to the Purchase Agreement (as defined below).

This Agreement is made pursuant to the Purchase Agreement, dated as of December 2, 2003 (the Purchase Agreement), by and among the Company, the Existing Guarantors and the Initial Purchasers (i) for your benefit and for the benefit of each other Initial Purchaser and (ii) for the benefit of the holders from time to time of the Initial Notes (including you and each other Initial Purchaser).  In order to induce the Initial Purchasers to purchase the Initial Notes, the Company has agreed to provide the registration rights set forth in this Agreement.  The execution and delivery of this Agreement is a condition to the obligations of the Initial Purchasers set forth in Section 5(g) of the Purchase Agreement.

The parties hereby agree as follows:

Section 1.                                          Definitions

As used in this Agreement, the following capitalized terms shall have the following meanings:

Additional Interest Payment Date:  With respect to the Initial Notes, each Interest Payment Date.

Broker-Dealer:  Any broker or dealer registered under the Exchange Act.

Closing Date:  The date of this Agreement.

Commission:  The Securities and Exchange Commission.

Consummate:  A registered Exchange Offer shall be deemed Consummated for purposes of this Agreement upon the occurrence of all of the following: (i) the filing and effectiveness under the Securities Act of the Exchange Offer Registration Statement relating to the Exchange Notes to be issued in the Exchange Offer; (ii) the maintenance of such Registration Statement continuously effective and the keeping of the Exchange Offer open for a period not less than the minimum period required pursuant to Section 3(b) hereof; and (iii) the delivery by the Company to the Trustee under the Indenture of

Exchange Notes in the same aggregate principal amount as the aggregate principal amount of Initial Notes that were tendered by Holders thereof pursuant to the Exchange Offer.

Effectiveness Target Date:  As defined in Section 5.

Exchange Act:  The Securities Exchange Act of 1934, as amended.

Exchange Notes:  The 5.60% Senior Notes due 2013, of the same series under the Indenture as the Initial Notes, to be issued to Holders in exchange for Transfer Restricted Securities pursuant to this Agreement.

Exchange Offer:  The registration by the Company under the Securities Act of the Exchange Notes pursuant to a Registration Statement pursuant to which the Company offers the Holders of all outstanding Transfer Restricted Securities the opportunity to exchange all such outstanding Transfer Restricted Securities held by such Holders for Exchange Notes in an aggregate principal amount equal to the aggregate principal amount of the Transfer Restricted Securities tendered in such exchange offer by such Holders.

Exchange Offer Registration Statement:  The Registration Statement relating to the Exchange Offer, including the related Prospectus.

Exempt Resales:  The transactions in which the initial Purchasers propose to sell the Initial Notes to certain qualified institutional buyers, as such term is defined in Rule 144A under the Securities Act.

Holders:  As defined in Section 2(b) hereof.

Indemnified Holder:  As defined in Section 8(a) hereof.

Indenture:  The Indenture, dated as of December 16, 1997, among the Company and J.P. Morgan Trust Company, National Association (successor in interest to Bank One Trust Company, N.A., which was the successor in interest to The First National Bank of Chicago), as trustee (the Trustee), as amended by an indenture supplemental thereto dated as of June 30, 2001 and by the second supplemental indenture dated as of December 9, 2003, among the Company, the Existing Guarantors and the Trustee, pursuant to which the Notes are to be issued, as such Indenture is amended or supplemented from time to time in accordance with the terms thereof.

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