AGREEMENT Pursuant to Rule 13d-1(f)(1) under the Securities Exchange Act of 1934, the undersigned hereby agree that only one statement containing the information required by Schedule 13D (or any amendment thereof) need be filed on their behalf with...

                                    AGREEMENT

         Pursuant to Rule 13d-1(f)(1) under the Securities Exchange Act of 1934,
the undersigned hereby agree that only one statement  containing the information
required  by  Schedule  13D (or any  amendment  thereof)  need be filed on their
behalf with respect to the beneficial  ownership of any equity securities of BEI
Electronics,  Inc. or any  subsequent  acquisitions  or  dispositions  of equity
securities of BEI Electronics, Inc. by any of the undersigned.

Date:  1/7/98

                                            HOLLYBANK INVESTMENTS, LP



                                            By: /s/ Xxxxxx X. Xxxxxxx
                                                  Xxxxxx X. Xxxxxxx
                                                  General Partner




                                            /s/ Xxxxxx X. Xxxxxxx
                                            Xxxxxx X. Xxxxxxx