The affiliation will capitalize on Action's exclusive licensing agreements with NASCAR's top drivers, including eight of 2001's top 10 Winston Cup finishers, and McFarlane Toys' expertise creating detailed, high quality action figures. The joint venture, constituted as Action McFarlane LLC, will also leverage the companies' substantial distribution channels, which includes the major mass merchandisers, key distributors and specialty chains, and trackside retail operations at NASCAR events.

Rusty Wallace, Jeff Gordon, Sterling Martin, Dale Earnhardt, Jr., Tony Stewart, Kevin Harvick, and John Force are among the NASCAR superstars who license their likenesses to Action Performance and will be among the first drivers to be depicted as action figures under the joint venture.

Initial plans are to produce the first six-figure line, based on some of the most popular NASCAR drivers under license to Action Performance, starting in mid 2003.

Exposure for NASCAR drivers is at an all-time high given the growing popularity of the sport and resultant interest in the sport by major television broadcasters, including extensive live coverage of the Winston Cup series by NBC, FOX and TNT.

"This joint venture will combine Action's business model with the creative and marketing genius of Todd McFarlane to bring high quality NASCAR and NHRA action figures to the market," said Action Chairman and CEO Fred Wagenhals. "With the popularity of NASCAR drivers under license to Action, we believe this joint venture will provide a significant extension to the line of collectibles and merchandise within Action's NASCAR product line."

"I've always felt if you are going to be successful in business, then hang around the experts. In this case, that becomes Action Performance," said Todd McFarlane, CEO of McFarlane Toys. "By using the company's history and skill in delivering high-quality NASCAR merchandise, as well as Action Performance's vast knowledge of the NASCAR community in general, it became obvious to our companies that joining forces would be in the best interest of both parties. This new venture will provide the consumer with figures of the highest quality at a variety of sizes and price points as well as being directed to the prebuilt audience that Action Performance has nurtured."

About Action Performance:

Action Performance Companies Inc. is the leader in the design, promotion, marketing and distribution of licensed motorsports merchandise. The Company's products include a broad range of motorsports-related die-cast replica collectibles, apparel, souvenirs and other memorabilia. Action Performance markets and distributes products through a variety of channels including the Action Racing Collectables network of wholesale distributors, the Racing Collectables Club of America, QVC, goracing.com, trackside at racing events, direct corporate promotions, mass retail and department stores, specialty dealers and online at nascar.com. Additional information about Action Performance can be found at www.action-performance.com.

About McFarlane Toys:

Grammy- and Emmy-winning Producer/Director Todd McFarlane, best known as the creator of Spawn and the founder of SPAWN.COM, is the creative force behind McFarlane Toys. The international award winning company is one of America's top action figure manufacturers.

In 2001, McFarlane reshaped the sports collectibles market with the introduction of McFarlane's Sports Picks NHL, NFL, NBA and MLB action figure lines. With McFarlane's details, accuracy, and a reputation for delivering picture-perfect facial likenesses, McFarlane's Sports Pick has been a sellout success with every new series.

In addition to sports lines, the company produces action figures of pop culture and cult horror icons from movies, music, comic books and video games. Marquee lines include Warner Brothers'Academy Award-winning The Matrix trilogy, DreamWorks' 2001 blockbuster movie Shrek, Tim Burton's Sleepy Hollow, Movie Maniacs, Metal Gear Solid 2, Austin Powers I and II, Iron Maiden's Eddie, Beatles'Yellow Submarine, KISS, Jerry Garcia, Jim Morrison, AC/DC's Angus Young, Metallica, and McFarlane's signature creation, Spawn.

For more information about Todd and the McFarlane companies, visit www.spawn.com.

This press release contains forward-looking statements regarding expectations for revenues, EBITDA, net income, cash flow and capital and other funding needs, growth strategy, operational plans, and guidance for future periods. The Company's actual results could differ materially from those set forth in these forward-looking statements. Factors that might cause such differences include, among others, the ability of the Company to successfully execute its business plan, competitive pressures, acceptance of the Company's products and services in the marketplace, the success of new marketing programs, the Company's ability to successfully execute its agreements with other parties, and other risks discussed in the Company's Form 10-K, dated September 30, 2001, on file with the U.S. Securities and Exchange Commission.