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Williams Controls Adjusts Second Quarter 2004 Results

PORTLAND, Ore., May 13, 2004 -- Williams Controls, Inc. today announced that it has revised the earnings for the second quarter ended March 31, 2004 that were announced in the May 3, 2004 press release. The revision is the result of a reserve added to cover the anticipated expense resulting from the Company entering into an agreement under the Oregon Department of Environmental Quality's voluntary program subsequent to the end of the fiscal quarter, but before the Company's 10-Q was filed for the second quarter of 2004, to investigate pollution at the Company's Portland, Oregon facility. The revision reduced Net income allocable to common shareholders by $250,000, or $.01 per common share for both the three months and six months ended March 31, 2004.

ABOUT WILLIAMS CONTROLS

Williams Controls is a designer, manufacturer and integrator of sensors and controls for the motor vehicle industry. For more information, you can find Williams Controls on the Internet at www.wmco.com.

The statements included in this news release concerning predictions of economic performance and management's plans and objectives constitute forward- looking statements made pursuant to the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1934, as amended. These forward looking statements are based on management's assumptions and projections, and are sometimes identifiable by use of the words, "expect to," "plan," "will," "believe" and words of similar predictive nature. Because management's assumptions and projections are based on anticipation of future events, you should not place undue emphasis on forward-looking statements. You should anticipate that our actual performance may vary from these projections, and variations may be material and adverse. You should not rely on forward-looking statements in evaluating an investment or prospective investment in our stock, and when reading these statements you should consider the uncertainties and risks that could cause actual results to differ materially from the forward-looking statements. Factors which could cause or contribute to such differences include, but are not limited to, factors detailed in the Securities and Exchange Commission filings of the Company; economic downturns affecting the operations of the Company or any of its business operations, competition, and the ability of the Company to successfully identify and implement any strategic alternatives. The forward-looking statements contained in this press release speak only as of the date hereof and the Company disclaims any intent or obligation to update these forward-looking statements.

                         Williams Controls, Inc.
                  Consolidated Statements of Operations
       (Dollars in  thousands, except share and per share amounts)

                          Three        Three          Six          Six
                          months       months        months       months
                          ended        ended         ended        ended
                         3/31/04      3/31/03       3/31/04      3/31/03
                       (unaudited)  (unaudited)   (unaudited) (unaudited)

  Net sales              $14,477      $13,054      $27,015      $25,035
  Cost of sales           10,016       10,792       18,712       19,770
  Gross margin             4,461        2,262        8,303        5,265
  Research and
   development expense       768          978        1,378        1,751
  Selling expense            288          335          562          663
  Administration expense   1,297        1,258        2,176        2,438
  Gain on settlement
   with customer              --        (951)           --        (951)
  Operating income from
   continuing operations   2,108          642        4,187        1,364
  Interest income            (1)         (21)          (1)         (21)
  Interest expense -
   Series B Preferred
   Stock dividends and
   accretion                 791           --        1,560           --
  Interest expense - Debt     18          158           39          327
  Other (income)
   expense, net               --         (50)          (5)        (141)
  Income from continuing
   operations before
   income taxes            1,300          555        2,594        1,199
  Income tax expense
   (benefit)                  54            -           94        (300)
  Net income from
   continuing operations   1,246          555        2,500        1,499
  Discontinued Operations     84         (70)          248         (21)
  Net income               1,162          625        2,252        1,520
  Preferred dividends
   and accretion of
   Series B Preferred
   Stock                      --        (662)           --      (1,311)
  Net income (loss)
   allocable to common
   shareholders           $1,162        $(37)       $2,252         $209
  Earnings per share
   information:
  Income (loss) per
   common share from
   continuing
   operations - basic      $0.06        $0.00        $0.12        $0.01
  Income (loss) per
   common share from
   discontinued
   operations - basic       0.00         0.00       (0.01)         0.00
  Net income (loss)
   per common share
   - basic                 $0.06        $0.00        $0.11        $0.01
  Weighted average
   common shares
   outstanding
   - basic            21,051,728   20,125,492   20,586,079   20,091,942

  Income (loss) per
   common share from
   continuing
   operations - diluted    $0.04        $0.00        $0.07        $0.01
  Income (loss) per
   common share from
   discontinued
   operations - diluted     0.00         0.00       (0.01)         0.00
  Net income (loss)
   per common share
   - diluted               $0.03        $0.00        $0.07        $0.01
  Weighted average
   common shares
   outstanding
   - diluted          56,039,412   20,125,492   55,059,478   33,914,669

                         Williams Controls, Inc.
                       Consolidated Balance Sheets
                          (Dollars in thousands)

                                                  March 31,  September 30,
                                                     2004           2003
                                                 (unaudited)   (unaudited)
                       Assets
  Current Assets:
   Cash and cash equivalents                        $4,425           $101
   Trade accounts receivable, net                    8,039          7,015
   Other receivables                                   419          7,185
   Inventories, net                                  3,969          4,053
   Prepaid expenses and other current assets           561            330
     Total current assets                           17,413         18,684

  Property, plant and equipment, net                 5,307          5,647
  Other assets, net                                    559            576
     Total assets                                  $23,279        $24,907

           Liabilities and Stockholders' Deficit
  Current Liabilities:
   Accounts payable                                 $4,387         $4,027
   Accrued expenses                                  6,196          8,796
   Current portion of long-term debt and
    capital leases                                     331          4,658
     Total current liabilities                      10,914         17,481

  Long-term debt and capital lease obligations         234            402
  Employee benefit obligations                       7,313          8,095
  Mandatory redeemable Convertible Series B
   Preferred Stock, net                             17,632         16,072

  Shareholders' Deficit:
   Preferred stock (Series A and A-1)                    1              1
   Common stock                                        230            201
   Additional paid-in capital                       24,434         22,224
   Accumulated deficit                            (31,148)       (33,400)
   Treasury Stock                                    (377)          (377)
   Other Comprehensive Loss - Pension
    liability adjustment                           (5,792)        (5,792)
   Shareholder note receivable                       (162)             --
     Total shareholders' deficit                  (12,814)       (17,143)
     Total liabilities and shareholders' deficit   $23,279        $24,907