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PARK-OHIO TO ACQUIRE KAY HOME PRODUCTS

 PARK-OHIO TO ACQUIRE KAY HOME PRODUCTS
 CLEVELAND, Feb. 25 /PRNewswire/ -- Park-Ohio Industries, Inc.


(NASDAQ:PKOH) announced today that it has entered into a definitive agreement to acquire the assets of Kay Home Products, Inc. which is owned by Cleveland businessman Edward F. Crawford.
 Headquartered in Cleveland, Kay Home Products is comprised of MarshAllan Industries and Quaker Industries. Kay Home Products is a leading manufacturer of barbecue grills, patio tables, leisure trays and lawn spreaders.
 The agreement, which is structured as an earnout, provides for Kay Home Products to receive 850,000 shares of Park-Ohio's common stock at the closing and up to an additional 1,150,000 shares if Kay Home Products' business meets certain income projections during the two years following completion of the transaction.
 Completion of the transaction is subject to various conditions, including the approval of Park-Ohio's shareholders at the company's 1992 Annual Meeting. The transaction is expected to be completed during the second quarter of this year.
 As part of the transaction, Crawford would become Chairman and Chief Executive Officer of Park-Ohio with responsibility for all of the company's operations, effective upon consummation of the acquisition.
 Kay Home Products and Crawford have also agreed to enter into a standstill agreement upon consummation of the transaction which, among other things, would prevent Kay Home Products and Crawford from acquiring additional shares of Park-Ohio, govern the voting of their shares and prohibit them from otherwise seeking a change in control of Park-Ohio.
 Commenting on the proposed transaction, Thomas E. McGinty, Park-Ohio's current Chairman and Chief Executive Officer said, "With this transaction, Park-Ohio will enter into an important new business area -- consumer home products -- which we believe will provide us with an important new source of earnings. In addition, Ed Crawford brings to us a proven record of success in managing and revitalizing manufacturing companies. We look forward to a newly energized Park-Ohio under his leadership."
 Park-Ohio Industries, Inc., headquartered in Cleveland, is a diversified manufacturer whose operations include plastic and steel containers, forged and machined products, induction heating systems and industrial rubber products. Park-Ohio's common stock is publicly quoted on the NASDAQ National Market System.
 -0- 2/25/92
 /CONTACT: Harold A. Madorsky of Park-Ohio Industries, Inc., 216- 991-9700; or William L. Dupuy of Edward Howard & Co., 216-781-2400, for Park-Ohio Industries, Inc./
 (PKOH) CO: Park-Ohio Industries, Inc. ST: Ohio IN: MAC SU: TNM


CG -- CL012 -- 2375 02/25/92 13:01 EST
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Date:Feb 25, 1992
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