FEDERAL SCREW WORKS CODE OF BUSINESS CONDUCT AND ETHICS



                      CODE OF BUSINESS CONDUCT AND ETHICS



I.    INTRODUCTION



      The honesty, integrity and sound judgment of employees, officers and

directors is essential for the reputation and success of Federal Screw Works

(the "Company"). This Code of Business Conduct and Ethics (or "Code") addresses

not only those areas in which we must act in accordance with law or regulation,

but it establishes the responsibilities, policies and guiding principles that

will assist us in our commitment to adhere to the highest ethical standards and

to conduct our business with the highest level of integrity.



      This Code governs the conduct of all Company employees, officers and

directors. If you should have any questions regarding this Code, the Company's

policies or any legal requirements related to your work here, please contact

your supervisor or Wade C. Plaskey, the Company's Compliance Officer.



      This Code is designed to deter wrongdoing and promote:



      (1)   Honest and ethical conduct, including the ethical handling of actual

or apparent conflicts of interest between personal and professional

relationships;



      (2)   Full, fair, accurate, timely, and understandable disclosure in

reports and documents that the Company files with, or submits to, the Securities

and Exchange Commission (the "Commission" or "SEC") and in other public

communications made by the Company;



      (3)   Compliance with applicable governmental laws, rules and regulations;



      (4)   The prompt internal reporting to the appropriate person or

department of any violations of this Code; and



      (5)   Accountability for adherence to this Code.



      We are committed to continuously reviewing and updating our policies and

procedures, copies of which are maintained at the Company's corporate offices.

As a result, this Code is subject to modification without notice. Furthermore,

this Code supersedes all other such codes, policies, procedures, instructions,

practices, rules or written or verbal representations to the extent they are

inconsistent.



      You must cooperate in any internal or external investigations of possible

violations of law, this Code or other Company policies. Reprisal, threats,

retribution or retaliation against any person who has in good faith reported

such a violation or a suspected violation, or against any person who is

assisting in any investigation or process with respect to such a violation, is

prohibited.



      Part of your job and ethical responsibility is to help enforce this Code.

If you ever detect what you think is a violation of this Code, or any policy or

standard of the Company, you must



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            FEDERAL SCREW WORKS CODE OF BUSINESS CONDUCT AND ETHICS



report it to the Company's Compliance Officer. A violation of any rule, policy

or standard embodied in this Code will result in disciplinary action, including

possible termination. In addition, violations of laws and regulations reflected

herein may expose the Company and the individual violator to substantial fines,

criminal penalties and civil damages.



II.   CONFLICTS OF INTEREST



      You are expected to avoid all situations that may lead to an actual, or

the appearance of a, conflict of interest between you and the Company. A

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