Rawlings Responds To Gilbert Proposal

Dec 03, 2002, 00:00 ET from Rawlings Sporting Goods Company, Inc.

    FENTON, Mo., Dec. 3 /PRNewswire-FirstCall/ -- Rawlings Sporting Goods
 Company, Inc. (Nasdaq:   RAWL) responded today to a proposal from its largest
 shareholder, Daniel Gilbert, to acquire Rawlings for $8 per share in cash, or
 possibly higher depending on the results of his due diligence review.
 Rawlings announced that it has invited Mr. Gilbert to execute an appropriate
 confidentiality agreement so that he can conduct his due diligence and
 determine whether a higher offer will be made.  Rawlings is in the process of
 evaluating its strategic alternatives and no decision has been reached to sell
 the Company or pursue any particular alternative at this point.
     Commenting on Mr. Gilbert's proposal, Steve O'Hara, Chairman & CEO, noted,
 "We welcome Mr. Gilbert's interest in Rawlings.  We will work with him to
 explore his interest in a higher offer as part of our analysis of strategic
 alternatives and fulfilling our fiduciary duties to shareholders."
     This press release contains forward-looking statements that involve risks
 and uncertainties such as the results of discussion with potential acquirors,
 Rawlings' plans to achieve certain cost savings and increases in earnings.
 There can be no assurance that any transaction will be consummated with any
 potential acquiror.  Rawlings undertakes no obligation to make any further
 announcement regarding its consideration of strategic alternatives until a
 final agreement has been signed or a decision not to proceed with strategic
 alternatives is made.  It is important to note that actual results could
 differ materially from those expressed in such forward-looking statements.
 Factors that could cause or contribute to such differences include, but are
 not limited to, a general economic slowdown, a major league baseball strike or
 lockout, lower retail sale rates for Rawlings' products, changes in Rawlings'
 financial position, a dramatic increase in the price of certain raw materials
 such as leather and changes in the competitive environment.  Other risks and
 uncertainties are detailed from time to time in Rawlings' securities filings
 with the Securities and Exchange Commission, including Rawlings' report on
 Form 10-K filed for the year ended August 31, 2001.  Any forward-looking
 statements speak only as of the date hereof and Rawlings disclaims any intent
 or obligation to update such statements.
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SOURCE Rawlings Sporting Goods Company, Inc.