4 December 1997

Cummins Engine Co. Inc. announced that it will acquire Nelson Industries Inc., a major, privately held supplier of air and liquid filtration products, exhaust and emissions control systems, industrial silencers, and electronic sound and vibration control technology. Cummins will acquire the stock of Nelson for $450 million in cash and assume debt of $38 million. Nelson, which is based in Stoughton, WI, will become part of Cummins filtration group and will substantially expand the group's product line.

Nelson, whose annual growth rate has exceeded 15% over the past five years, is North America's leading producer of exhaust systems and the number two, after Fleetguard Inc. of Nashville, TN, supplier of air filtration systems for diesel-powered equipment. Sales this year are expected to exceed $290 million.

Cummins said Nelson's products will continue to be sold under their existing brand names. The acquisition is subject to Nelson shareholder approval.