
                                                                   Exhibit 2(e)


                      UNITED KINGDOM ACQUISITION AGREEMENT

                            STOCK PURCHASE AGREEMENT

     STOCK PURCHASE AGREEMENT, dated as of February 27, 1998, by and among Bacou
USA  Safety,  Inc.,  a  Delaware  corporation  ("Buyer"),  HOWARD  S.  LEIGHT  &
ASSOCIATES,  INC.  (d/b/a Howard Leight  Industries),  a California  corporation
having a place of business at 7828 Waterville Road, San Diego,  California 92173
(the "Company"), and Howard S. Leight, a resident of Malibu, California and John
Dean, a resident of Rancho Santa Fe,  California  (the "Selling  Stockholders").
Capitalized  terms used in this  Agreement but not otherwise  defined shall have
the same meaning herein as defined in the Asset  Purchase  Agreement (as defined
below).

                                    Recitals

     Buyer and the Company have entered into an Asset Purchase  Agreement  dated
as of December 31,  1997,  as amended (the "Asset  Purchase  Agreement"),  which
provides  for  the  execution  and  delivery  of  certain  "Foreign  Acquisition
Agreements" of which this Agreement is one; and

     Under the terms of the Asset Purchase  Agreement,  Buyer has requested that
all of the capital stock of Howard Leight (Europe) Limited be sold to Buyer, all
upon the terms hereinafter set forth; and

     NOW, THEREFORE,  in consideration of the mutual agreements contained herein
and for other good and valuable  consideration,  the receipt and  sufficiency of
which are hereby acknowledged, the parties hereto agree as follows:

     1. Sale of Shares at Net Worth Value. The Selling  Stockholders hereby sell
and transfer to Buyer  ownership of that number of the 100 Ordinary  shares (the
"Purchased  Shares"),  having a stated value of (pound)l  each, of Howard Leight
(Europe)  Limited (the "UK  Subsidiary")  set forth  opposite  their  respective
signatures set forth below,  who in turn accepts them and agrees to pay $439,297
(the "UK Purchase Price") (such payment being an amount equal to  (pound)266,580
based on the conversion  ratio  reported in the U.S.  edition of the Wall Street
Journal  on  February  25,  1998 and  being  the  Stockholders  Equity of the UK
Subsidiary  as of December 31, 1997) a total being  allocated  among the Selling
Stockholders pro rata in proportion to their ownership of the Purchased Shares.

     2. Delivery of Share Certificates.  The parties acknowledge the delivery to
the Buyer of the certificates representing the Purchased Shares duly endorsed on
the back as  required  under  law.  Company  covenants  and agrees to deliver to
Buyer,  at the time of  execution  hereof or as soon as  reasonably  practicable
thereafter,  all original documents pertaining to the Company (deeds,  corporate
books, registrations,  certificates, authorizations and other documents) that it
or the Selling  Stockholders may have in their possession,  as well as the items
set forth in Schedule I attached hereto,  unless delivery of the items set forth
in Schedule is waived by Buyer.

     3. Notice from Company to UK Subsidiary.  By virtue of the sale which takes
place through this contract,  Company and Selling Stockholders promise to notify
counsel for the UK  Subsidiary  of the transfer of the  Purchased  Shares to the
Buyer so that the same are recorded in the books of the UK Subsidiary.

     4. Express Transfer of Corporate and Economic Rights from Company to Buyer.
As of  the  date  of  this  Agreement,  each  of the  Company  and  the  Selling
Stockholders  transfers  to Buyer each and every right to which  Company and the
Selling Stockholders,  respectively, may be entitled to, as the former owners of
the Purchased Shares, so that the rights are now held by the Buyer.

     5.  Representations and Warranties.  Company hereby represents and warrants
the following to Buyer:

     (a) That each of the  representations  and  warranties  of the  Company set
forth in Article III of the Asset Purchase Agreement is hereby made with respect
to the UK Subsidiary  and its assets,  liabilities  and business,  and is hereby
ratified,  confirmed  and  restated by the Company  with  respect to the assets,
liabilities  and business of the UK Subsidiary  unless the context shall require
otherwise,  and is true and  correct  in all  material  respects  as of the date
hereof. The Company further ratifies,  confirms and restates its indemnification
obligations pursuant to Section 13.1(a) of the Asset Purchase Agreement.

     (b) The Selling Stockholders are the lawful owners of all of the issued and
outstanding  shares  of  the  UK  Subsidiary,  free  and  clear  of  all  liens,
encumbrances,  restrictions  and claims of every kind. The Selling  Stockholders
have full legal right,  power and authority to enter into this  Agreement and to
sell,  transfer  and  convey  to Buyer the  Purchased  Shares  pursuant  to this
Agreement.  The delivery to the Buyer of the  Purchased  Shares  pursuant to the
provisions of this  Agreement  will  transfer to the Buyer valid title  thereto,
free and clear of all  liens,  encumbrances,  restrictions  and  claims of every
kind.

     6.  Management  of the  Company.  In  accordance  with the  By-laws and the
Corporate  Book of the UK  Subsidiary,  the  management  of such  company is the
responsibility of a Board of Directors.  On the date hereof,  Company will cause
Messrs.  Howard  S.  Leight  and  John  J.  Dean  to  submit  their  irrevocable
resignation   to  their   positions  of  President,   Secretary  and  Treasurer,
respectively,  of the Board of Directors of the UK Subsidiary,  which  documents
are attached hereto as Exhibits Al and A2.

     7.  Obligations of Buyer and Company.  Each of the Buyer and Company hereby
acknowledge and agree that it shall have the rights and obligations with respect
to the UK Subsidiary  that it has received or assumed  under the Asset  Purchase
Agreement.

     8. Rights of  Assignment.  None of the parties may assign this Agreement or
its rights hereunder. Nothing contained in this Agreement shall constitute Buyer
on the one hand, or Company  and/or Selling  Stockholders  on the other hand, as
the partner, agent or representative of each other.

     9.  Notices.  Any notices to be given by any party hereto shall be given in
accordance with the provisions of Section 15.3 of the Asset Purchase Agreement.

     10.  Governing  Law.  This  Agreement  shall be governed  in all  respects,
including as to validity,  interpretation  and effect,  by the internal  laws of
England, without giving effect to the conflict of laws rules thereof.

     IN WITNESS HEREOF,  each party has caused this instrument to be executed in
its name and behalf by its duly  authorized  officer,  effective  as of the date
first written above.

                                        COMPANY:

                                        HOWARD S. LEIGHT &
                                        ASSOCIATES, INC.

                                        By: /s/ John Dean
                                        ----------------------------------------
                                        Name:  John Dean
                                        Title: Chief Executive Officer


Ownership of Purchased Shares           SELLING STOCKHOLDERS:


                         95 Shares      /s/ Howard S. Leight
                                        ----------------------------------------
                                        Howard S. Leight

                          5 Shares      /s/ John Dean
                                        ----------------------------------------
                                        John Dean


                                        BUYER:

                                        BACOU USA SAFETY, INC.


                                        /s/ Walter Stepan
                                        ----------------------------------------
                                            Walter Stepan
                                            Chairman, President and
                                            Chief Executive Officer


                                        /s/ Philip B. Barr, Jr.
                                        ----------------------------------------
                                            Philip B. Barr, Jr.
                                            Vice Chairman, Secretary and
                                            Treasurer
