<SUBMISSION>
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<CONFORMED-NAME>COLUMBUS MCKINNON CORP
<CIK>0001005229
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<FILENAME>shamend8k.txt
<DESCRIPTION>SHAREHOLDER APPROVAL OF AMENDMENTS
<TEXT>
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM 8-K
                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                       the Securities Exchange Act of 1934



Date of Report (Date of earliest event reported): AUGUST 23, 2002
                                                  ---------------


                          COLUMBUS MCKINNON CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


                                    NEW YORK
                 ----------------------------------------------
                 (State or other jurisdiction of incorporation)



                0-27618                           16-0547600
                -------                           ----------
        (Commission File Number)       (IRS Employer Identification No.)



140 JOHN JAMES AUDUBON PARKWAY, AMHERST, NEW YORK                 14228-1197
-------------------------------------------------                 ----------
    (Address of principal executive offices)                      (Zip Code)




Registrant's telephone number including area code: (716) 689-5400
                                                   --------------



-------------------------------------------------------------
(Former name or former address, if changed since last report)



<PAGE>




Item 5.  OTHER EVENTS

         On  August  19,  2002,  the  registrant  held  its  annual  meeting  of
shareholders.  At the meeting, the Company's  shareholders approved an amendment
to its 1995  Incentive  Stock Option Plan  increasing  the number of  authorized
shares of common stock issuable  thereunder  from 1,250,000  shares to 1,750,000
shares,  and approved an amendment to its Restricted  Stock Plan  increasing the
number of shares of common stock  issuable  thereunder  from 100,000 to 150,000.
Copies of the amendments are attached hereto as Exhibits 10.1 and 10.2.


Item 7.  EXHIBITS


EXHIBIT NUMBER      DESCRIPTION

10.1                First Amendment to Columbus McKinnon Corporation 1995
                    Incentive Stock Option Plan, as amended and restated

10.2                First Amendment to Columbus McKinnon Corporation Restricted
                    Stock Plan




<PAGE>




                                   SIGNATURES

         Pursuant to the  requirements  of the Securities  Exchange Act of 1934,
the  Registrant  has duly  caused  this report to be signed on its behalf by the
undersigned hereunto duly authorized.





                                          COLUMBUS MCKINNON CORPORATION


                                          By:    /S/ ROBERT L. MONTGOMERY, JR.
                                                 -----------------------------
                                          Name:  Robert L. Montgomery, Jr.
                                          Title: Executive Vice President


Dated:  AUGUST 26, 2002
        ---------------




<PAGE>





                                  EXHIBIT INDEX


EXHIBIT NUMBER       DESCRIPTION
--------------       -----------

     10.1            First Amendment to Columbus McKinnon Corporation 1995
                     Incentive Stock Option Plan, as amended and restated

     10.2            First Amendment to Columbus McKinnon Corporation Restricted
                     Stock Plan






</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>3
<FILENAME>sopamend.txt
<DESCRIPTION>AMENDMENT TO 1995 INCENTIVE STOCK OPTION PLAN
<TEXT>


                                 FIRST AMENDMENT

                                       TO

                          COLUMBUS MCKINNON CORPORATION
                        1995 INCENTIVE STOCK OPTION PLAN
                             AS AMENDED AND RESTATED

                  WHEREAS,  the Columbus  McKinnon  Corporation  1995  Incentive
Stock  Option Plan was adopted by the Board of  Directors  of Columbus  McKinnon
Corporation (the "Company") on October 27, 1995 and approved by the shareholders
of the Company on January 8, 1996; and

                  WHEREAS, an amendment and restatement of said plan was adopted
by the Company's Board of Directors  effective June 16, 1999 and approved by the
Company's  shareholders on August 16, 1999 (said plan as amended and restated is
hereinafter referred to as the "Plan"); and

                  WHEREAS,  pursuant to  Section  10  of  the Plan,  the Company
reserved the right to amend the Plan;

                  NOW,  THEREFORE,  the Plan is hereby  amended in the following
respect:

                  Section  4  of the  Plan  is deleted  in its  entirety and the
following is substituted in lieu thereof:

                  "4. SHARES SUBJECT TO THE PLAN. The aggregate number of shares
                  of Common Stock which have been reserved for issuance pursuant
                  to the terms of options granted  pursuant to the terms of this
                  Plan and aggregate  number of shares of Common Stock which the
                  Company is  authorized  to issue  pursuant to options  granted
                  pursuant  to the terms of this Plan is  1,750,000,  subject to
                  anti-dilutive  adjustments,  if any,  made at any  time  after
                  October  27,  1995,  pursuant to the  provisions  of Section 5
                  hereof.  With respect to shares which may be acquired pursuant
                  to  options   which  expire  or  terminate   pursuant  to  the
                  provisions of this Plan without having been exercised in full,
                  such shares  shall be  considered  to be  available  again for
                  placement  under options  granted  thereafter  under the Plan.
                  Shares  issued  pursuant to the  exercise of  incentive  stock
                  options  granted  under  the  Plan  shall  be  fully  paid and
                  non-assessable."


<PAGE>

                  This  Amendment  shall be  effective  upon its approval by the
Company's shareholders at the annual meeting of the Company's shareholders to be
held on August 19, 2002.  Except as  otherwise  amended  herein,  the Plan shall
remain unchanged and in full force and effect.

                  IN WITNESS WHEREOF,  the Company has caused this instrument to
be executed by its duly authorized officer this 19th day of August, 2002.



                                         COLUMBUS MCKINNON CORPORATION


                                         BY /s/ Robert L. Montgomery
                                            ----------------------------
                                                Robert L. Montgomery
                                                Executive Vice President




</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10
<SEQUENCE>4
<FILENAME>rsamend.txt
<DESCRIPTION>AMENDMENT TO RESTRICTED STOCK PLAN
<TEXT>
                                 FIRST AMENDMENT

                                       TO

                          COLUMBUS MCKINNON CORPORATION
                              RESTRICTED STOCK PLAN


                  WHEREAS,  the Columbus McKinnon  Corporation  Restricted Stock
Plan (the "Plan") was adopted by Columbus  McKinnon  Corporation (the "Company")
on October 27, 1995; and

                  WHEREAS,  pursuant to  Section 11  of  the  Plan,  the Company
reserved the right to amend the Plan;

                  NOW,  THEREFORE,  the Plan is hereby  amended in the following
respect:

                  The second  paragraph  of Section 2 is deleted in its entirety
and the following is substituted in lieu thereof:

                  "The aggregate  number of shares of Restricted Stock which may
                  be  granted  and  awarded  under  this Plan  shall not  exceed
                  150,000.  Notwithstanding the foregoing,  the number of shares
                  of Restricted Stock available for awards under this Plan shall
                  be  adjusted  proportionately  in the  event  of  any  change,
                  increase or decrease in the outstanding shares of Common Stock
                  which  results  either  from  a  split-up,  reverse  split  or
                  consolidation   of  shares,   payment  of  a  stock  dividend,
                  recapitalization,   reclassification  or  other  like  capital
                  adjustment; provided, however, that no fractional shares shall
                  be issued in connection with any such capital adjustment.  The
                  Restricted  Stock  which is  awarded  under  this  Plan may be
                  either  authorized  but  unissued  Common  Stock  or  treasury
                  shares. Shares which are the subject of an award granted under
                  this Plan shall not again become  available  for future grants
                  unless the  recipient  of an award  fails to pay the  purchase
                  price for the shares pursuant to Section 5 hereof."

                  This  Amendment  shall be  effective  upon its approval by the
Company's shareholders at the annual meeting of the Company's shareholders to be
held on August 19, 2002.  Except as  otherwise  amended  herein,  the Plan shall
remain unchanged and in full force and effect.


<PAGE>

                  IN WITNESS WHEREOF,  the Company has caused this instrument to
be executed by its duly authorized officer this 19th day of August, 2002.



                                        COLUMBUS MCKINNON CORPORATION


                                        BY /s/ Robert L. Montgomery
                                           ----------------------------
                                               Robert L. Montgomery
                                               Executive Vice President



</TEXT>
</DOCUMENT>
</SUBMISSION>
