Amsted Industries Incorporated Announces Commencement of Consent Solicitation for Its 10-1/4% Senior Notes Due 2011

CHICAGO, Jan. 5, 2006 -- Amsted Industries Incorporated (the "Company") announced today that it has commenced a solicitation of consents (the "Consent Solicitation") from holders (the "Holders") of its $250 million 10-1/4% Senior Notes due 2011 (the "Notes") to amend (the "Proposed Amendment") the indenture governing the Notes (the "Indenture") as described in a consent solicitation statement (the "Consent Solicitation Statement") being sent by the Company to all Holders of the Notes as of January 4, 2006, the record date for the Consent Solicitation.

The purpose of the Proposed Amendment is to change the Indenture limitation on restricted payments relating to stock repurchases under the Company's Employee Stock Ownership Plan ("ESOP"). The Proposed Amendment is seeking to increase the Company's capacity to make future ESOP stock repurchases by an additional aggregate amount of $125 million.

The Consent Solicitation is conditioned on the receipt of consents from Holders of at least a majority in aggregate principal amount of the outstanding Notes, the receipt of consent from the required lenders under the Company's senior credit facilities, and other customary conditions. The fee to be paid for each consent properly delivered and not revoked prior to the expiration of the Consent Solicitation is $3.75 in cash for each $1,000 principal amount of Notes. The Consent Solicitation will expire at 5:00 p.m., New York City time, on January 19, 2006, unless extended by the Company at its sole discretion.

For a complete statement of the terms and conditions of the Consent Solicitation, Holders of the Notes should refer to the Consent Solicitation Statement dated January 5, 2006.

Banc of America Securities LLC ("BAS") is serving as exclusive solicitation agent in connection with the Consent Solicitation. Information concerning the Consent Solicitation may be obtained by contacting BAS High Yield Special Products, at (212) 847-5834 (collect) or (888) 292-0070 (U.S. toll-free). MacKenzie Partners, Inc. is serving as Information Agent and Tabulation Agent in connection with the Consent Solicitation. Requests for assistance in delivering consents or for additional copies of the Consent Solicitation Statement should be directed to the Information Agent at (212) 929-5500 or (800) 322-2885 (U.S. toll-free).

About Amsted Industries Incorporated

Amsted Industries Incorporated is a diversified manufacturer of highly engineered industrial components with leading market positions in three reportable business segments: railroad products, vehicular products, and construction and industrial products. The Company has strong and long- standing relationships with numerous customers, many of which are leaders in their industries. The Company sells their products to freight car, heavy-duty truck and light vehicle OEM's, railroads, contractors, distributors and other customers worldwide. In addition, the Company sells railroad freight car and locomotive wheels and bearings in the North American aftermarket. The Company serves its customers through 48 operating manufacturing facilities for continuing operations located in eight countries, and has nearly 9.500 employees worldwide. The Company emphasizes capability, capacity utilization and lean manufacturing in its operations.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This press release contains forward-looking statements that involve known and unknown risks and uncertainties. Forward-looking statements are identified by words or phrases such as "believes," "expects," "anticipates," "estimates," "should," "could," "plans," "intends," variations of such words and phrases, and other similar expressions. While these forward-looking statements are made in good faith, and reflect the Company's current judgment regarding such matters, actual results could vary materially from the forward- looking statements. Important factors that could cause actual results to differ from forward-looking statements include, but are not limited to: the receipt of consents from holders of at least a majority in aggregate principal amount of the outstanding Notes, the receipt of consent from the required lenders under the Company's senior credit facilities, and other risks detailed in the Company's annual report for the fiscal year ended September 30, 2005. All subsequent written and oral forward-looking statements attributable to the Company, or persons acting on behalf of the Company, are expressly qualified in their entirety by the foregoing. Forward-looking statements made by the Company represent its judgement on the dates such statements are made. The Company assumes no obligation to update any forward-looking statements to reflect new or changed events or circumstances.