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Barjan Acquires Two New Companies

23 August 1999

Barjan Acquires Two New Companies, Including Market-Leading Wilson CB Antennas
               8th and 9th Add-on Acquisitions Expand Barjan's
                     Travel Center Distribution Business

    EAST MOLINE, Ill., Aug. 23 -- Barjan Products, L.L.C., a
national marketer and distributor of automotive, electronic and general
merchandise products to travel centers, today announced that it has acquired
the #1 citizen band (CB) radio antenna company in the country as well as a
specialty trucking merchandise firm.  These transactions will make Barjan the
top CB antenna manufacturer in the country, and add significant product
development capabilities to the company.
    The acquisitions of Wilson Electronics Co. Inc. of St. George, Utah,
Wilson Antenna Inc. of Las Vegas, Nevada, and Unique Products, Inc. of
Goldendale, Washington, represent the latest phase in an ongoing strategic
expansion program that has nearly quadrupled Barjan's sales in the last four
years.  That growth was sparked by a combination of infrastructure
improvements and earlier add-on acquisitions.  The current initiative is
expected to double Barjan's annual sales again by 2002.
    Effective August 6, 1999, Barjan purchased the assets of Wilson
Electronics Co. Inc., the manufacturer of the market-leading Wilson(R) brand
of CB radio antennas, antenna accessories and other CB products, and Wilson
Antenna Inc., the company's distribution arm.  Barjan plans to add the
production of Wilson antennas to the barjan(R) and Diesel brands already built
at its plant in Moline, Illinois, doubling its manufacturing volume and
gaining #1 CB antenna manufacturer status in the process.
    In addition to broadening its CB antenna offering, the Wilson acquisition
will enable Barjan to expand distribution into the CB dealer channel for the
first time, using Wilson's established customer base as an entry point.  This
will give Barjan a new outlet for the two antenna lines it currently
manufactures as well as a distribution channel for new CB-oriented products to
be developed under a long-term agreement with Wilson's product development
team.
    In a separate transaction, Barjan Products, L.L.C. acquired Unique
Products, Inc. dba Quality Products, on June 30, 1999.  Unique Products
markets and distributes a proprietary line of specialty truckers' merchandise
ranging from fuel gauges and wash brushes to pens for writing at night.  The
acquisition gives Barjan an established, branded  product line for sale to its
travel center customers, exclusive distribution rights to those products, and
growth opportunities for the product line through Barjan's larger customer
base.  Barjan also gains the proprietary right to any future products
developed for the trucking industry by Richard P. McClammy, President and
founder of Unique Products.
    "With these new acquisitions, we have broadened our investment in the CB
antenna market, gained shelf space in the travel centers we service, and
opened the door to a new retail channel in one fell swoop," said Steve Huber,
President of Barjan Products.  "At the same time, we have broadened our
proprietary product line and gained new R&D capabilities.  These are
significant milestones in the growth of the company."
    The new acquisitions are the eighth and ninth that Barjan has made within
the last two years.  The most recent acquisitions were in May 1999, when
Barjan purchased two national distributors of prerecorded music cassettes,
CDs, videotapes, books, audio books and other entertainment products, enabling
Barjan to claim a leading market share in the entertainment product category
in the travel center market.
    To support the company's continued growth, Barjan is in the process of
building a new 200,000-square-foot warehouse and manufacturing facility in the
Quad Cities that will be nearly twice the size of its current headquarters in
East Moline.  The new facility will replace both the 20-year-old headquarters
building and an additional 64,000 square feet of nearby warehouse space that
has been rented in recent years to accommodate the growth of the business.
More than 100 new jobs are expected to be created as a result of the
continuing expansion of the company.
    Barjan is the largest marketer of automotive, electronic, and general
merchandise products to the North American travel center market.  The company
sells its barjan(R), Diesel and other brand name products through a catalog
and independent sales representatives.
    In addition to travel centers, Barjan markets its products to truck
fleets, truck dealers, retail automotive chains and convenience stores.
Products include CB radios and antennas, cables and accessories, replacement
lights and lenses, car and truck waxes and polishes, chrome and a variety of
other truckers' and general merchandise.