1324948--6/16/2006--RBC_Bearings

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Cautionary Statement As To Forward-Looking Information Risk Factors Related to Our Company The bearing industry is highly competitive, and this competition could reduce our profitability or limit our ability to grow. The loss of a major customer could result in a material reduction in our revenues and profitability. Weakness in any of the industries in which our customers operate, as well as the cyclical nature of our customers businesses generally, could materially reduce our revenues and profitability. Future reductions or changes in U.S. government spending could negatively affect our business. Fluctuating supply and costs of raw materials and energy resources could materially reduce our revenues, cash flow from operations and profitability. We may not be able to address technological advances or maintain customer relationships which are necessary to remain competitive within our businesses. Our products are subject to certain approvals, and the loss of such approvals could materially reduce our revenues and profitability. Under certain circumstances, the U.S. government has the right to debar or suspend us from acting as a U.S. government contractor or subcontractor, and if we are suspended or debarred from acting as a government supplier for any reason, such an action would materially reduce our revenues and profitability. We have outstanding debt, and may incur additional debt in the future for acquisitions or other purposes, which could materially impact our business. Restrictions in our indebtedness agreements could limit our growth and our ability to respond to changing conditions. Work stoppages and other labor problems could materially reduce our ability to operate our business. Our business is capital intensive and may consume cash in excess of cash flow from our operations. Unexpected equipment failures, catastrophic events or capacity constraints may increase our costs and reduce our sales due to production curtailments or shutdowns. The occurrence of extraordinary events, such as a major terrorist attack in the U.S., may adversely affect our business, resulting in a decrease in our revenues. We may not be able to continue to make the acquisitions necessary for us to realize our growth strategy. The costs and difficulties of integrating acquired businesses could impede our future growth. We depend heavily on our senior management and other key personnel, the loss of whom could materially affect our financial performance and prospects. Our international operations are subject to risks inherent in such activities. Currency translation risks may have a material impact on our results of operations. Our pension plans are underfunded, and we may be required to make significant future contributions to the plans. We may incur material losses for product liability and recall related claims. Environmental regulations impose substantial costs and limitations on our operations, and environmental compliance may be more costly than we expect. Our intellectual property and other proprietary rights are valuable, and any inability to protect them could adversely affect our business and results of operations; in addition, we may be subject to infringement claims by third parties. Cancellation of orders in our backlog of orders could negatively impact our revenues. If we fail to maintain an effective system of internal controls, we may not be able to accurately report our financial results or prevent fraud. We face new challenges and increased costs as a public company. Risk Factors Related to our Common Stock Provisions in our charter documents and under Delaware law may prevent or frustrate attempts by our stockholders to change our management and hinder efforts to acquire a controlling interest in us. If there are substantial sales of our common stock, our stock price could decline.

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1324948--6/16/2006--RBC_Bearings_INC