Niagara Needs to Address Value Lost by ``Going Dark,'' Wynnefield Says.

NEW YORK -- The Wynnefield Group, a large shareholder for eight years in Niagara Corporation (OTC: NGCD.PK), today released a letter to Niagara CEO Michael Scharf noting the harm to shareholders of the company's deregistration and urging that the company operate like a transparent public company.

Full text of the letter follows:

March 15, 2005

Mr. Michael Scharf
Chairman, President and Chief Executive Officer
Niagara Corporation
667 Madison Avenue
New York, NY 10021

                  For Circulation to Members of the Board of Directors

Dear Mr. Scharf:

We are shareholders in Niagara Corporation and therefore, like you,
are owners of our company. You have responded to our requests and
communications with irrelevant mischaracterizations and CONTINUALLY
FAIL TO ADDRESS THE ESSENTIAL ISSUES: WHY IS IT THAT NIAGARA'S STOCK
TRADES AT A STEEP(1) DISCOUNT TO ITS PEER GROUP?(2) AND HOW DOES
BECOMING A NON-FILING COMPANY AND "HIDING IN THE DARK" HELP CREATE
VALUE FOR ALL SHAREHOLDERS?

Niagara is a significant enterprise... a company with revenues of more
than $430 million and cash flow of more than $55 million that is
quickly becoming debt free. We believe that, if your efforts to avoid
public reporting are successful, they will do more damage to the
potential value to ALL shareholders of our company than any
administrative savings you may claim.

We urge you once again to act in the best interests of ALL
shareholders by addressing important and relevant issues instead of
issuing invective-filled press releases:

--  Your strategy of going dark makes Niagara far less attractive to
    the capital markets. Investors abhor a lack of information.
    Although this may allow certain privileged insiders to take
    advantage of opportune purchase prices and extraordinary
    compensation, how does this serve the long-term best interest of
    all shareholders? As you try to hide below the radar of the public
    markets, shareholders suffer.

--  Niagara's non-filing status leads to very low liquidity. Again,
    keeping Niagara in the dark means that the markets at large,
    including virtually all institutional investors, will not
    participate in our access to the public capital markets. This is a
    major harm to small shareholders.

--  What in the books and records are you afraid to show to investors?
    After you ceased filing reports with the SEC, we made perfectly
    legal requests to see important books and records, and yet you
    continue to deny this access. You waste corporate assets trying to
    fight us, rather than recognizing that like you, we are
    shareholders of Niagara.

--  How can you possibly argue that you don't have to register as a
    public company this year? In the consent solicitation you sent in
    December 2004, you said the Company had more than 500 shareholders
    of record. Was that untruthful? Was that misleading? Federal
    securities law says if the Company had more than 500 shareholders
    on the last day of the fiscal year (irrespective of whether you
    may have reverse split the stock late in the day), you must
    re-register this year. In any event, whether or not you like our
    actions in certificating the stock, the reverse split was not
    given effect by Nasdaq until January 7, 2005 because of the
    Company's failure to give proper advance notice of the effective
    date of the split as required under the federal securities
    laws.(3)

    Is this why you deny us access to your records?

Your actions do little to convince the public at large and
specifically our fellow shareholders that there is nothing for you to
hide. If there is in fact nothing, then quit obfuscating, and be
transparent with our Company. Act like the responsible stewards you
claim to be.

I look forward to your response.

Sincerely,

Nelson Obus

ABOUT THE WYNNEFIELD GROUP:

The Wynnefield Group includes several affiliates of Wynnefield Capital, Inc. (WCI), a value investor specializing in U.S. small cap situations that have company- or industry-specific catalysts. WCI was established in 1992. Its founding partners, Nelson Obus and Joshua Landes, held senior research and institutional equity positions at Lazard Freres & Co. during the 1980s, and the initial Wynnefield investors included many of their colleagues at Lazard. The fund has grown to approximately $250 million under management. Nelson Obus currently serves on the board of directors of Layne Christensen Company (NASDAQ: LAYN), serving on its audit committee and compensation committee.

(1) As of March 3, Niagara's stock is trading at just 3.7x trailing
    twelve month earnings, compared to a peer average of 13.5x.

(2) Peer group data includes Timken Co., Worthington Industries, Inc.,
    Mueller Industries, Inc., Commercial Metals Co., Quanex Corp., and
    Nucor Corp.

(3) January 28, 2005 notice from Market Data Integrity, The Nasdaq
    Stock Market, Inc.