RTC Accelerated Return Bear Market Notes Linked TO The Russell 3000 Index

Riviera Tool Reports Third Quarter Results GRAND RAPIDS, Mich., July 15 /PRNewswire-FirstCall/ -- Riviera Tool Co. (AMEX:RTC) today announced results for the third quarter ended May 31, 2005. The Grand Rapids, Michigan-based designer and manufacturer of stamping die systems reported a net loss of $775,816, or $0.20 per diluted share, on net sales of $4.7 million for the third quarter of fiscal 2005, compared with net income of $238,584, or $0.06 per diluted share, on net sales of $7.6 million for the same period of fiscal 2004. For the nine months ended, Riviera reported net sales of $14.2 million as compared to last year's net sales of $24.2 million. The Company posted a net loss of $1.7 million, or $0.44 per diluted share, for the first nine months of fiscal 2005, versus net income of $688,597, or $0.18 per diluted share, for the same period last year. "Lower sales stemming from our lower backlog at the end of last quarter, along with several one-time expenses related to our recent financing efforts, were the primary reasons for the loss this quarter," said Kenneth K. Rieth, president and chief executive officer of Riviera Tool. "However, we are pleased with our improving gross margin and our current backlog of $11 million, a 44 percent over the same period last year, which should lead to better results in the next several quarters. Additionally, we don't anticipate fourth quarter expenses related to our financing efforts completed in the third quarter." Riviera incurred higher interest expense due to increased debt levels during the quarter and a non-cash expense of $304,424 associated with the retirement of the $3.0 million subordinated debt incurred during the fourth quarter of 2004 prior to scheduled retirement. These fees and costs were originally paid and capitalized and were being amortized over the original repayment amortization of six years. Cost of goods sold decreased as a percent of sales from 88.6 percent for 2004 to 87.6 percent for 2005 and gross margin improved from 11.4 percent in the 2004 third quarter to 12 percent in the current quarter. For nine months ended, gross margin improved from 10.6 percent in the 2004 third quarter to 13.5 percent in the current quarter. As a percent of sales, selling and administrative expense increased from 6.3 percent for 2004 to 14.1 percent for 2005 due to the lower sales volume and increase in certain one-time professional advisory fees of $222,000 related to the Company's primary lender requiring Riviera to retain the services of a consulting company and the lender's legal counsel at the Company's expense. About Riviera Tool Riviera Tool Co. (http://www.rivieratool.com/) designs, develops and manufactures large-scale, custom metal stamping die systems used in the high- speed production of sheet metal parts and assemblies for the global automotive industry. A majority of Riviera's sales are to Mercedes-Benz, BMW, Nissan, DaimlerChrysler, General Motors Corp., Ford Motor Co. and their Tier One suppliers. Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: The statements contained in this news release include certain predictions and projections that may be considered forward-looking statements under securities laws. These statements involve a number of important risks and uncertainties that could cause actual results to differ materially, including but not limited to economic, competitive, governmental and technological factors. RIVIERA TOOL COMPANY BALANCE SHEET ASSETS May 31, August 31, 2005 2004 CURRENT ASSETS (unaudited) (audited) Cash $369,612 $1,200 Accounts receivable 2,616,969 13,075,285 Costs in excess of billings on contracts in process 3,405,159 669,143 Inventories 238,301 238,301 Prepaid expenses and other current assets 515,907 235,203 Total current assets 7,145,948 14,219,132 PROPERTY, PLANT AND EQUIPMENT, NET 11,299,806 12,328,746 PERISHABLE TOOLING 734,130 726,704 OTHER ASSETS 599,344 623,635 Total assets $19,779,228 $27,898,217 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Current portion of long-term debt $2,852,862 $15,742,669 Accounts payable 3,868,442 4,908,893 Accrued liabilities 731,546 521,193 Total current liabilities 7,452,850 21,172,755 LONG-TERM DEBT 6,698,852 12,703 ACCRUED LEASE EXPENSE 810,770 740,894 DEFERRED COMPENSATION - 166,474 DEFERRED INTEREST - 25,500 Total liabilities 14,962,472 22,118,326 PREFERRED STOCK - no par value, $100 mandatory redemption value: Authorized - 5,000 shares Issued and outstanding - no shares - - STOCKHOLDERS' EQUITY: Preferred stock - no par value, Authorized - 200,000 shares Issued and outstanding - no shares - - Common stock - No par value: Authorized - 9,785,575 shares Issued and outstanding - 4,090,138 at May 31, 2005 and 3,774,346 shares at August 31, 2004 17,472,591 16,426,378 Retained deficit (12,314,780) (10,646,487) Total stockholders' equity 4,816,756 5,779,891 Total liabilities and stockholders' equity $19,779,228 $27,898,217 RIVIERA TOOL COMPANY STATEMENTS OF OPERATIONS (UNAUDITED) For The Three Months For The Nine Months Ended Ended May 31, May 31, May 31, May 31, 2005 2004 2005 2004 SALES $4,687,278 $7,596,931 $14,220,838 $24,200,591 COST OF SALES 4,106,830 6,729,645 12,297,177 21,642,926 GROSS PROFIT 580,448 867,286 1,923,661 2,557,665 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 660,103 479,920 2,106,934 1,389,060 INCOME FROM OPERATIONS (79,655) 387,366 (183,273) 1,168,605 INTEREST EXPENSE 391,737 148,782 1,139,822 480,008 SUBORDINATED DEBT FINANCING COSTS 304,424 - 345,198 - TOTAL INTEREST AND OTHER EXPENSE 696,161 148,782 1,485,020 480,008 (LOSS)/INCOME BEFORE INCOME TAXES (775,816) 238,584 (1,688,293) 688,597 INCOME TAXES - - - - NET (LOSS)/INCOME AVAILABLE FOR COMMON SHARES $(755,816) $238,584 $(1,688,293) $688,597 BASIC AND DILUTED (LOSS)/INCOME PER COMMON SHARE $(.20) $.06 $(.44) $.18 BASIC AND DILUTED COMMON SHARES OUTSTANDING 3,807,527 3,774,346 3,785,569 3,774,346 RIVIERA TOOL COMPANY STATEMENT OF CASH FLOWS (UNAUDITED) For the Three Months For the Nine Months Ended Ended May 31, May 31, May 31, May 31, 2005 2004 2005 2004 CASH FLOWS FROM OPERATING ACTIVITIES Net (loss)/income $(1,818,871) $238,584 $(2,711,348) $688,597 Adjustments to reconcile net (loss)/income to net cash from operating activities: Depreciation and amortization 427,701 421,599 1,283,103 1,264,798 (Increase) decrease in assets: Accounts receivable 311,319 (7,171,218) 10,458,316 (5,051,668) Costs in excess of billings on contracts in process (833,342) 3,124,750 (2,736,016) 3,843,404 Perishable tooling 23,614 (35,697) (7,426) (41,071) Debt issuance costs (579,491) - (579,491) - Prepaid expenses and other current assets 337,272 49,741 298,787 (163,822) Increase (decrease) in liabilities: Accounts payable (617,115) 853,652 (1,040,451) 314,709 Accrued outsourced contracts payable - (3,557,595) - (2,913,209) Accrued lease expense 23,292 25,050 69,876 75,150 Accrued liabilities 67 54,602 326,353 373,288 Deferred compensation - - (166,474) - Net cash provided by/ (used in) operating activities $(1,682,499) $(5,996,532) $6,238,284 $(1,609,824) CASH FLOWS FROM INVESTING ACTIVITIES (Increase)/decrease in other assets (55,163) - 24,291 (22,462) Additions to property, plant and equipment (7,074) (529,610) (254,163) (820,833) Net cash used in investing activities $(62,237) $(529,610) $(229,872) $(843,295) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issuance of convertible term debt 3,200,000 - 3,200,000 - Proceeds from issuance of convertible revolving note 4,031,127 - 4,031,127 - Proceeds from overformula note 2,000,000 - 2,000,000 - Repayments of bank revolving credit line (2,595,878) - (9,849,532) - Repayment of bank term debt (1,589,777) - (1,835,100) - Repayment of subordinated debt (3,000,000) - (3,000,000) - Increase/(decrease) of capital lease (1,984) 14,449 (5,853) 14,449 Deferred interest (141,500) - (141,500) - Net borrowings (repayments) on revolving credit line - 5,354,637 - 1,565,460 Principal payments on notes payables - (153,776) (42,300) (436,422) Issuance of stock option and warrant exercise 1,043,055 - 1,043,055 - Sale of common stock 3,158 1,310,912 3,158 1,310,912 Net cash provided by/ (used in) financing activities $1,905146 6,526,222 $(5,640,000) $2,454,399 NET INCREASE/(DECREASE) IN CASH $160,410 $80 $368,412 $1,280 CASH - Beginning of Period 209,202 1,200 1,200 - CASH - End of Period $369,612 $1,280 $369,612 $1,280 DATASOURCE: Riviera Tool Co. CONTACT: Kenneth K. Rieth, CEO, or Peter Canepa, CFO, of Riviera Tool Company, +1-616-698-2100; or Investor inquiries: Jeff Lambert, +1-616-233-0500, for Riviera Tool Company Web site: http://www.rivieratool.com/

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