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TRANSTECHNOLOGY OPPOSITION SLATE RESPONDS TO INCUMBENT MATERIALS

 TRANSTECHNOLOGY OPPOSITION SLATE RESPONDS TO INCUMBENT MATERIALS
 HUDSON, Ohio, Sept. 18 /PRNewswire/ -- Michael J. Berthelot, holder of 5.6 percent of TransTechnology Corporation's (NYSE: TT) common stock and leader of an opposition slate of directors, today responded to the company's Sept. 10, 1992 supplemental proxy materials as designed "to distract shareholders from the bottom line."
 Specifically, Berthelot stated, "In my opinion, the incumbents seem to have confused a management style which is effective and conducive to establishing a relationship of trust and support amongst senior management with one of domination." As to accusations that he wished to establish a "blind-pool" acquisition program, Berthelot said, "That representation is clearly contrary to the acquisition criteria and approval process spelled out in the operating plan, which had been unanimously endorsed by the company's executive committee in April." A charge that he attempted to "force through" board approval in acquisition, "Flies in the face of the fact that the acquisition had been the subject of written documentation and/or oral management presentations at three different board meetings and one executive committee meeting between April and July, and was approved by a vote of 7-0 with one abstention."
 The implication that he had improperly acted in transferring tax accounting work from the company's independent auditors to a firm he was formerly associated with was deemed "in error" by Berthelot, as not only had the independent auditor not prepared the tax returns for the past several years, but the transfer of tax work from in-house to a small non-national CPA firm had been approved by the board as part of the original restructuring plan even before Berthelot became acting CEO and was expected to save the company over $75,000 in fiscal 1993. Berthelot further stated that, "I did not participate in any of the evaluations or negotiations relative to the change in tax preparation services."
 In a letter to shareholders mailed today, Berthelot stated, "The incumbent proxy materials state that 'your company has just come through a painful period caused by excess borrowings.' The incumbents asking for your votes were the officers and directors who borrowed and spent those 'excess borrowings.' And worst of all, they say that 'as with the Company's years of success, so with its years of disappointment; responsibility cannot be placed on any one person.' I disagree. I believe that responsibility can, and must, be assigned for every action which does, or does not, take place at the Company, be it good or bad. Furthermore, I believe management must be held responsible for their actions, or lack thereof. If no single individual is responsible for the Company's 'years of disappointment', then the entire Board should be held responsible and replaced for not acting quickly and decisively, and for not recognizing that they are, after all, responsible to the shareholders."
 Berthelot reiterated his program for the company as spelled out in his proxy statement as being one of rebuilding the company through product line acquisitions complementing existing lines of business, a refinancing of the company's current debt structure, the payment of a special $1.50 per share dividend, the resumption of regular quarterly dividends, and the operation of the company in the best interest of all of its shareholders.
 TransTechnology is a diversified manufacturer of industrial and aerospace products headquartered in Union, N.J. The company's annual shareholders' meeting and election of directors is scheduled for Sept. 23 in New York.
 -0- 9/18/92
 /CONTACT: Michael J. Berthelot of Canterbury Holdings Corporation, 216-528-0163, or 216-656-3812, or fax, 216-656-0415/
 (TT) CO: Canterbury Holdings Corporation; TransTechnology Corporation ST: Ohio; New Jersey IN: ARO SU:


BM -- CL014 -- 1132 09/18/92 12:55 EDT
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Publication:PR Newswire
Date:Sep 18, 1992
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