
Contact:
401-233-0333
Jeffrey T. Brown
V.P. Financial Reporting and Treasurer


FOR IMMEDIATE RELEASE
May 30, 2001

                      BACOU USA ANNOUNCES MERGER AGREEMENT

        Bacou USA, Bacou S.A. in Combination with Christian Dalloz, S.A.

 Bacou USA Minority Shareholders to Receive $28.50 per Share in Cash Transaction


         Smithfield,  RI, May 30, 2001 - Bacou SA, the  majority  owner of Bacou
USA, Inc. (NYSE:BAU) announced today a cash and stock combination with Christian
Dalloz SA to form the world leader in personal  protective  equipment and safety
products. In connection with the transaction,  each share of Bacou USA not owned
by Bacou SA will receive $28.50 in cash.

         "Since the  establishment of Bacou SA in 1974, our group has been known
for bold strategic decisions," said Philippe Bacou, Chairman,  President and CEO
of Bacou SA and Co-chairman of Bacou USA. "It was originally my father's vision,
and now mine,  that the  Bacou  Group  should  grow  into a  position  of global
leadership  through  strategic  transactions.  This combination of the Bacou and
Dalloz groups is the culmination and the fulfillment of that vision."

         "Our decision to evaluate strategic  alternatives was directed toward a
sale or merger of the entire Bacou Group," said Walter  Stepan,  Co-chairman  of
Bacou USA and the person who led the evaluation  process for Bacou USA and Bacou
SA. "This transaction  creates a unique opportunity for the combined business of
Bacou - Dalloz to  immediately  assume the role of global leader in the personal
protective equipment and safety industry."

         Philippe   Alfroid,   Chairman  of  Christian   Dalloz  SA  said  "This
combination  transaction  creates an industry  leader,  headquartered in France.
Both groups were founded by visionary French  entrepreneurs whose companies have
continued to flourish  after their  untimely  deaths.  The similarity of our two
corporate  histories and cultures is a strong  foundation for the future success
of the combined business. This is an important event in the history of our group
that will build value for all of our  shareholders,  and I am looking forward to
Mr. Bacou joining me as co-President of our Board when the transaction closes."


<PAGE>

         Financing  commitments,  subject  to  customary  conditions,  have been
obtained for the purpose of consummating the transactions,  from a consortium of
lending  banks  that will be led by BNP  Paribas  and J.P.  Morgan as joint lead
arrangers.

         The transaction is subject to, among other things,  various  regulatory
approvals and approval by the shareholders of Christian Dalloz SA and Bacou USA.
Bacou SA,  which  controls  approximately  12.6  million or 71% of the shares of
Bacou USA,  has  consented  to vote for the  adoption  of the  merger  agreement
between  Bacou USA and a  subsidiary  of  Christian  Dalloz SA and has given its
proxy to Christian Dalloz SA in connection with the agreements.

         In a U.S.  merger  transaction,  all  shareholders of Bacou USA (except
Bacou SA) will receive $28.50 in cash for their shares.  Bacou USA shares closed
at $23.40 per share on  Monday,  May 29,  2001 and at $19.50 on Friday,  July 7,
2000,  immediately  preceding the announcement by the company of its decision to
evaluate  strategic  alternatives.  In its most recent year ended  December  31,
2000,  Bacou  USA  reported  operating  earnings  per  share of $1.80 on a fully
diluted basis.

         A committee of independent  directors of Bacou USA has  recommended the
approval of the U.S.  merger and related  transactions.  UBS Warburg LLC advised
the  independent  committee  and  has  provided  a  fairness  opinion  as to the
consideration to be paid to the minority shareholders of Bacou USA. The board of
directors of Bacou USA has  unanimously  approved the merger and has recommended
the adoption of the merger agreement by the shareholders of Bacou USA.

         The  transaction  is  expected  to close in late July  2001.  Christian
Dalloz SA was  advised by  Rothschild  & Cie;  Bacou USA was advised by Deutsche
Bank,  and the Bacou family,  as  shareholders  of Group Bacou,  were advised by
Deutsche Bank and White & Case LLP.

Description of the Companies

         Bacou USA was founded in 1993 as a wholly-owned  subsidiary of Bacou SA
for the purpose of making the platform  acquisition  of Uvex Safety,  Inc. Since
1993, Bacou USA has grown from annual revenues of  approximately  $37 million to
$319.7 million in 2000 through a combined  strategy of acquisitions and internal
growth.  Named by Forbes magazine as one of the 200 best small public  companies
in America  for three years  running,  Bacou USA makes and sells  products  that
protect the sight,  hearing,  hands and  respiratory  systems of workers against
occupational  hazards,  as  well  as  related  instrumentation.   The  company's
products,   marketed  under  Uvex(R),   Howard   Leight(R),   Perfect   Fit(TM),
Whiting+Davis(R),    Survivair(R),   Pro-Tech(R),   Biosystems(TM),   Titmus(R),
LaserVision(TM)  and Lase-R  Shield(TM)  brand names,  are sold  principally  to
industrial safety distributors, fire fighting equipment distributors and optical
laboratories. News and information about Bacou USA is available on the Worldwide
Web at www.bacouusa.com.

         Bacou SA was founded in 1974 by Henri Bacou as a manufacturer of safety
shoes and boots.  Since then, he and his family have built the European business
through a  combination  of  acquisitions  and internal  growth into a group with
consolidated net sales of approximately FRF 4.2 billion in 2000. The business is
divided into two main groups, manufacturing and distribution.  The manufacturing
business  comprises  product  lines  that  provide  head-to-toe  protection  for
workers,  including helmets, eyewear,  respirators,  gloves, clothing and shoes.
The  distribution  business  is the  leading  supplier  of  personal  protective
equipment and safety products in France, and one of the largest in Europe.

         Groupe Christian Dalloz,  created in 1957 in Saint-Claude  (France), is
among the world  experts in the field of  protection of workers in the workplace
(fall-protection,  eye-protection and hearing protection equipment and breathing
apparatus)  and in  production  of sun lenses.  The group is active in North and
South  America,  Europe and the  Asia-Pacific  region through a solid network of
sales  subsidiaries  and  importers.   Its  major  customers  are  manufacturing
industry, construction,  telecoms and public services. It is the world leader in
fall-protection  equipment,  which generates half of its sales. Groupe Christian
Dalloz markets numerous very well-known brands.  Consolidated 2000 sales came to
EURO 256.6m, up 40.7% on last year, with a net profit of EURO102.1m, up 63.1% on
1999.  Christian Dalloz SA is listed on the Premier Marche of Euronext Paris SA,
code Sicovam 6089.

Statements  contained in this press  release that are not  historical  facts are
forward-looking  statements that are made pursuant to the safe harbor provisions
of the Private Securities and Litigation Reform Act of 1995. In addition,  words
such  as  "believes,"  "anticipates,"  "expects"  and  similar  expressions  are
intended  to identify  forward-looking  statements.  Forward-looking  statements
involve risks and uncertainties,  including but not limited to the impact of our
ongoing evaluation of certain strategic alternatives including the possible sale
of Bacou USA,  Inc.  and Bacou S.A.,  adverse  economic  conditions,  the timely
development and acceptance of new products,  the impact of competitive  products
and  pricing,   changing  market  conditions,   the  successful  integration  of
acquisitions, continued availability and favorable pricing of raw materials, and
the other risks detailed in the company's  prospectus  filed March 27, 1996, and
from time to time in other filings.  Actual results may differ  materially  from
those  projected.  These  forward-looking  statements  represent  the  company's
judgment as of the date of this release.  The company  disclaims,  however,  any
intent or obligation to update these forward-looking statements.

                                      # # #


