UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C.  20549

                                  FORM 10-Q

           QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                       SECURITIES EXCHANGE ACT OF 1934

               For the quarterly period ended September 26, 1999

                     Commission file number  1-7807

                            Champion Parts, Inc.
           ------------------------------------------------------
           (Exact name of registrant as specified in its charter)

              Illinois                             36-2088911
    -------------------------------     ---------------------------------
    (State or other jurisdiction of     I.R.S. Employer Identification No.
     incorporation or organization)

              751 Roosevelt Road, #7-110, Glen Ellyn, IL 60137
              ------------------------------------------------
                   (Address of principal executive offices)

                                630-942-8317
            ----------------------------------------------------
            (Registrant's telephone number, including area code)


   Indicate by check mark whether the registrant (1) has filed all reports
   required to be filed by Section 13 or 15(d) of the Securities Exchange
   Act of 1934 during the preceding 12 months (or for such shorter period
   that the registrant was required to file such reports), and (2) has been
   subject to such filing requirements for the past 90 days.

                               Yes [X]  No [ ]

   Indicate the number of shares outstanding of each of the issuer's
   classes of common stock, as of the latest practicable date.


                 Class                  Outstanding at September 26, 1999
     ------------------------------     ---------------------------------
     Common Shares - $.10 par value                 3,655,266







<PAGE>                                 -1-



                         PART I.  FINANCIAL INFORMATION

    Item 1.  FINANCIAL STATEMENTS

<TABLE>
                     CHAMPION PARTS, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                      FOR THE PERIOD ENDING September 26, 1999
<CAPTION>
              ($ thousands)              Sept. 26, 1999     Dec. 27, 1998
                                         --------------     -------------
                                          (Unaudited)       (Audited)
    <S>                                   <C>                <C>
    ASSETS
    CURRENT ASSETS:

    Cash                                   $  1,095           $   784

    Accounts receivable, less allowance
    for uncollectible accounts of
    $337,000 and $339,000 in 1999 and
    1998, respectively                        3,544             4,701

    Inventories                               8,247             6,414

    Prepaid expenses and other assets           330               388

    Deferred income tax asset                   349               380
                                            -------           -------
          Total current assets               13,565            12,667

    PROPERTY, PLANT AND EQUIPMENT:

    Land                                        197               197

    Buildings                                 7,821             7,821

    Machinery and equipment                  12,977            12,720
                                            -------           -------
      Gross property,plant & equipment       20,995            20,738

    Less:  Accumulated depreciation          16,625            16,125
                                            -------           -------
      Net property, plant & equipment         4,370             4,613

    Other assets                                 24                39
                                            -------           -------

    Total assets                           $ 17,959          $ 17,319
                                           ========          ========

    <FN>
    The accompanying notes are an integral part of these statements.
</TABLE>

<PAGE>                                 -2-
<TABLE>
                     CHAMPION PARTS, INC. AND SUBSIDIARIES
                          CONSOLIDATED BALANCE SHEETS
                      FOR THE PERIOD ENDING September 26, 1999
<CAPTION>
              ($ Thousands)              Sept. 26, 1999     Dec. 27, 1998
                                         --------------     -------------
                                          (Unaudited)       (Audited)
    <S>                                   <C>                 <C>
    LIABILITIES AND
    STOCKHOLDERS' (DEFICIT)
    CURRENT LIABILITIES:
      Accounts payable                     $  5,835           $  5,297
      Accrued expenses:
        Salaries, wages and benefits            647                817
        Other accrued expenses                6,102              6,211
          Taxes other than income               127                170
      Current maturities of L-T debt:
          Current mat. - term notes             601                601
          Current mat. - vendor debt            192                167
          Current mat. - IRB Loan               300                300
                                            -------            -------
            Total current liabilities        13,804             13,563

    DEFERRED INCOME TAXES                       351                351

    LONG-TERM DEBT:
          L-T notes payable - revolver          338                699
          L-T notes payable - term notes      1,753              2,203
          L-T notes payable - vendors         2,601              2,361
          Industrial revenue bond (IRB)       1,000              1,000
                                            -------            -------
            Total long-term debt              5,692              6,263

    STOCKHOLDERS' EQUITY (DEFICIT):
      Preferred stock - No par value;
      authorized, 10,000,000 shares:
      issued and outstanding, none               -0-                -0-

      Common stock - $.10 par value;
      authorized, 50,000,000 shares:
      issued and outstanding 3,655,266          366                366
      Additional paid-in capital             l5,578             15,578
      (Accumulated deficit)                 (17,382)           (18,385)
      Accum. other comp.(loss)                 (450)              (417)
                                            -------            -------
        Total stockholders'(deficit)         (1,888)            (2,858)
                                            -------            -------
    Total liabilities and
     stockholders'(deficit)                $ 17,959           $ 17,319
                                           ========           ========

    <FN>
    The accompanying notes are an integral part of these statements.
</TABLE>



<PAGE>                                 -3-
<TABLE>
                     CHAMPION PARTS, INC. AND SUBSIDIARIES

                 CONSOLIDATED STATEMENTS OF INCOME (CONDENSED)
                      FOR THE PERIOD ENDING September 26, 1999
                                  (Unaudited)
<CAPTION>
              ($ Thousands)       Nine Months Ended     Three Months Ended
                                 --------------------   ------------------
                                 Sept. 26,  Sept. 27,   Sept. 26, Sept. 27,
                                   1999       1998        1999      1998
                                 ---------  ---------   --------  --------
    <S>                           <C>        <C>         <C>       <C>
    Net Sales                     $ 21,737   $ 19,810    $ 5,895   $ 6,066

    Costs and Expenses:
      Cost of products sold         18,218     16,464      5,068     5,148
      Selling, dist. and admin.      2,158      2,073        678       638
                                   -------    -------     ------    ------
    Total costs and expenses        20,376     18,537      5,746     5,786
                                   -------    -------     ------    ------
    Operating income                 1,361      1,273        149       280

    Non-operating (income)expense:
      Interest expense                 464        690        150       175
      Other non-operating income       (78)      (340)       (24)     (291)
                                   -------    -------     ------    ------
    Total non-operating expense        386        350        126      (116)

    Earnings before extraordinary
    gain and income taxes              975        923         23       396

    Income Taxes                        31          7         15         4
                                   -------    -------     ------    ------
    Earnings before
    extraordinary gain                 944        916          8       392
                                   -------    -------     ------    ------
    Extraordinary (gain)               (59)      (281)         0     (261)
                                   -------    -------     ------    ------
    Net Income                    $  1,003   $  1,197    $     8   $   653
                                  ========   ========    =======   =======
    Weighted Average Common Shares
     Outstanding at Sept. 26, 1999   3,655      3,655      3,655     3,655
                                     =====      =====      =====     =====
    Earnings per Common Share -
     Basic and Diluted:

    Net Income before extraordinary
    gain per common share            $ 0.26     $ 0.25    $ 0.00    $ 0.11

    Extraordinary gain
    per common share                 $ 0.02     $ 0.08    $ 0.00    $ 0.07

    Net Income per Common Share      $ 0.28     $ 0.33    $ 0.00    $ 0.18
                                     ======     ======    ======    ======
    <FN>
    The accompanying notes are an integral part of these statements.
</TABLE>
<PAGE>                                 -4-
<TABLE>

                     CHAMPION PARTS, INC. AND SUBSIDIARIES

              CONSOLIDATED STATEMENTS OF STOCKHOLDERS' (DEFICIT)
                      FOR THE PERIOD ENDING September 26, 1999
                                  (Unaudited)
<CAPTION>
    ($ Thousands)                                                    Accum.
                                         Additional                  Other
                        Common Stock      Paid-in      (Accum.      Compreh.
                     Shares     Amount    Capital      Deficit)    Inc/(Loss)
                    ---------  --------  -----------  -----------  ---------
    <S>               <C>     <C>       <C>           <C>            <C>
    BALANCE,
     Dec. 27, 1998    3,655    $ 366     $ 15,578     $ (18,385)     $ (417)

    Net Income            -        -            -         1,003           -

    Foreign currency
     translation adj.     -        -            -             -         (33)
                     ------    -----     --------     ---------      ------
    BALANCE,
     Sept. 26, 1999   3,655    $ 366     $ 15,578     $ (17,382)     $ (450)
                     ======    =====     ========     =========      ======

    <FN>
    The accompanying notes are an integral part of these statements.
</TABLE>





























<PAGE>                                 -5-
<TABLE>

                     CHAMPION PARTS, INC. AND SUBSIDIARIES

                CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME
                      FOR THE PERIOD ENDED September 26, 1999
                                  (Unaudited)
<CAPTION>
              ($ Thousands)        Nine Months Ended    Three Months Ended
                                 --------------------  -------------------
                                 Sept. 26,  Sept. 27,  Sept. 26,  Sept. 27,
                                   1999       1998       1999       1998
                                 --------   --------   --------   --------
    <S>                           <C>        <C>        <C>        <C>
    Net Income                    $ 1,003    $ 1,197    $     8    $   653

    Other comprehensive income:
      Foreign currency
      translation adjustment          (33)       170        (23)        50
                                  -------    -------    -------    -------
    Comprehensive income          $   970    $ 1,367    $   (15)   $   703
                                  =======    =======    =======    =======

    <FN>
    Components of accumulated other comprehensive income, included in the
    Company's consolidated balance sheet, consist of the foreign currency
    translation adjustments.

    The accompanying notes are an integral part of these statements
</TABLE>




























<PAGE>                                 -6-
<TABLE>
                     CHAMPION PARTS, INC. AND SUBSIDIARIES

                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                      FOR THE PERIOD ENDED September 26, 1999
<CAPTION>
              ($ Thousands)                       Nine Months Ended
                                            ----------------------------
                                           Sept. 26, 1999  Sept. 27, 1998
                                           --------------  --------------
    <S>                                       <C>             <C>
    CASH FLOWS FROM OPERATING ACTIVITIES:
    Net Income                                $ 1,003         $ 1,197
    Adj. to reconcile net income to net
    cash provided by operating activities:
       Extraordinary gain                         (59)           (281)
       (Gain) on the sale of assets                 0            (277)
       Depreciation and amortization              515             523
       Provision for inventory write-offs         504             (61)
    Changes in assets and liabilities:
       Accounts receivable                      1,157            (817)
       Inventories (gross)                     (2,337)           (445)
       Accounts payable & accrued liabilities     766             180
                                              -------         -------
    NET CASH PROVIDED BY OPERATIONS             1,549              19
                                              -------         -------
    CASH FLOW FROM INVESTING ACTIVITIES:
       Capital expenditures                      (257)            (27)
       Proceeds from the sale of assets            -0-            328
                                              -------         -------
    NET CASH PROVIDED/(USED) BY INVESTING        (257)            301
                                              -------         -------
    CASH FLOWS FROM FINANCING ACTIVITIES:
       Net payments - revolving loan             (361)           (245)
       Payments - vendor note obligations        (137)            (83)
       Principal payments on L-T debt            (450)            (50)
                                              -------         -------
    NET CASH (USED) BY FINANCING ACTIVITIES      (948)           (378)
                                              -------         -------

    EFFECTS OF EXCHANGE RATE CHANGES ON CASH      (33)            170
                                              -------         -------

    NET INCREASE IN CASH & CASH EQUIVALENTS       311             112
                                              -------         -------
    CASH AND CASH EQUIVALENTS:
       Beginning of year                          784             488
                                              -------         -------
    CASH AND CASH EQUIVALENTS:
       End of third quarter                  $  1,095        $    600
                                             ========        ========
    <FN>
    The accompanying notes are an integral part of these statements.
</TABLE>




<PAGE>                                 -7-

                     CHAMPION PARTS, INC. AND SUBSIDIARIES

             NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                  (UNAUDITED)


    Note 1. The accompanying financial statements for the nine months
            ended September 26, 1999 have been prepared, without audit,
            pursuant to the rules and regulations of the Securities and
            Exchange Commission.  Certain information and footnote
            disclosures normally included in financial statements prepared
            in accordance with generally accepted accounting principles
            have been condensed or omitted pursuant to such rules and
            regulations, although the Company believes that the disclosures
            are adequate to make the information presented not misleading.
            The condensed consolidated financial statements and these notes
            should be read in conjunction with the consolidated financial
            statements of the Company included in the Company's Annual
            Report on Form 10-K for the year ended December 27, 1998.

            The consolidated balance sheet at December 27, 1998 has been
            derived from the audited financial statements at that date and
            condensed.

    Note 2. The information furnished herein reflects all adjustments
            (consisting only of normal recurring accruals) which are, in the
            the opinion of management, necessary for a fair presentation of
            the results of operations for the interim period.  Results of
            operations for the nine months ending September 26, 1999 are not
            necessarily indicative of results to be expected for the entire
            year.

    Note 3. Inventories are valued at the lower of cost (first-in, first-out
            method) or market.  A summary of the inventories follows:

            ($ Thousands)         September 26, 1999   December 27, 1998
                                  ------------------   -----------------
            Raw materials            $  3,273             $  2,491
            Work-in-process             2,676                2,208
            Finished goods              2,298                1,715
                                     --------             --------
               Total Inventories     $  8,247             $  6,414
                                     ========             ========

            Included in inventory above were net cores of $2.1 million
            (Sept. 26, 1999) and $1.7 million (December 27, 1998).

    Note 4. For reporting purposes, product and core returns are offset
            against gross sales in arriving at net sales.  Total returns
            for the nine months ending September 26, 1999 were $6,601,000
            versus $6,306,000 during the same period in 1998.






<PAGE>                                 -8-
    Note 5. Business Segments - The Company has adopted Statement of
            Financial Accounting Standards (SFAS) No. 131," Disclosures
            About Segments of an Enterprise and Related Information."
            Following the provisions of SFAS No. 131, the Company is
            reporting two operating business segments in the same format
            as reviewed by the Company's senior management.  Segment one,
            Fuel Systems & C.V. Assemblies, remanufactures and sells
            replacement fuel system components (carburetors and diesel
            fuel injection components) and constant velocity drive
            assemblies for substantially all makes and models of domestic
            and foreign automobiles and trucks.  Segment two, Electrical
            & Mechanical Products, remanufactures and sells replacement
            electrical and mechanical products for passenger car,
            agricultural and heavy-duty truck original equipment
            applications.  Management uses operating income as the measure
            of profit or loss by business segment.  Segment assets include
            amounts specifically identified with each operation.  Corporate
            assets consist primarily of property and equipment.  Business
            segment information is as follows:
                                                Nine Months Ended
                                         ------------------------------
            ($ Thousands)               Sept. 26, 1999   Sept. 27, 1998
                                        --------------   --------------
            Revenues:
              Fuel Systems & C.V. Assy's    $ 16,029         $ 14,998
              Elect. & Mech. Products          5,708            4,812
                                            --------         --------
                Total Revenues              $ 21,737         $ 19,810
                                            ========         ========
            Depr. & Amort. Expense:
              Fuel Systems & C.V. Assy's    $    176         $    187
              Elect. & Mech. Products            275              287
              Corporate                           64               49
                                            --------         --------
                Total depr. & amort.        $    515         $    523
                                            ========         ========
            Net Income/(Loss):
              Fuel Systems & C.V. Assy's    $  2,656         $  2,653
              Elect .& Mech. Products           (530)            (735)
              Corporate                       (1,123)            (701)
                                            ---------        --------
                Total Income                $  1,003         $  1,197
                                            ========         ========
            Capital Additions:
              Fuel Systems & C.V. Assy's    $     72         $      5
              Elect. & Mech. Products             29               17
              Corporate                          156                5
                                            --------         --------
                Total Capital Additions     $    257         $     27
                                            ========         ========
            Total Assets:
              Fuel Systems & C.V. Assy's    $  9,551         $  9,305
              Elect. & Mech. Products          7,772            8,193
              Corporate                          686              625
                                            --------         --------
                Total assets                $ 17,959         $ 17,579
                                            ========         ========

<PAGE>                                 -9-


    Item 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
             AND RESULTS OF OPERATIONS

    RESULTS OF OPERATIONS

    THREE MONTHS ENDED SEPTEMBER 26, 1999 COMPARED TO THREE MONTHS ENDED
    SEPTEMBER 27, 1998

    Net sales for the quarter ended September 26, 1999 were $5,895,000, down
    $171,000 (2.8%) from net sales of $6,066,000 for the same period in 1998.
    Gross rebuilding sales decreased $83,000, or 1.0% from 1998 reflecting a
    significant decrease in constant velocity joint sales and heavy-duty
    starter sales for the quarter.  The sales of constant velocity joints in
    the third quarter of 1998 were higher due to the initial start-up orders
    with a new OEM customer.  Lower heavy-duty starter sales are a result of
    the soft agricultural market.  Total product and core returns, which are
    reflected in reductions to net sales, were 26.8% and 25.0% of gross sales
    in the third quarter 1999 and 1998, respectively.  The higher return
    percentage in 1999 is a function of the new business changeover of other
    manufacturers' carburetors to Champion's.  The Company has a customer
    product return policy to control product and core returns.  It has also
    established reserves against expected future declining core values.
    However, there can be no assurance that these reserves will be adequate.

    Carburetor sales were 77.6% and 75.5% of net sales in the third quarter
    of 1999 and 1998, respectively. The Company continues to be a significant
    supplier of carburetors to the aftermarket.  Although new vehicles sold
    in the United States and Canada are no longer equipped with carburetors,
    the Company continues to sell replacement units for older vehicles, many
    of which use carburetors.  The Company expects that carburetor sales will
    decline in future years.  In addition, carburetor margins may be
    negatively impacted in the future as customers seek to return product
    during periods of declining demand.

    Cost of products sold was $5,068,000, or 86.0% of net sales in the third
    quarter of 1999 compared to $5,148,000, or 84.9% in the third quarter of
    1998.  The increase in the cost of products sold as a percent of net
    sales is primarily attributed to significantly higher direct labor costs
    incurred to meet shipping demand for carburetors together with higher
    accruals for inventory write-offs.  Reductions in manufacturing overhead
    expenses Company-wide helped to partially offset the unfavorable expense
    variances.

    Selling, distribution and administrative expenses were $678,000, or 11.5%
    of net sales, in the third quarter of 1999 compared to $638,000, or 10.5%
    of net sales, for the same quarter of 1998.  The $40,000 increase over
    the same period in 1998 entirely reflects higher administration costs.
    Administrative costs in 1998 were favorably impacted by the transfer of
    professional fees associated with the vendor settlements to extraordinary
    gain.  Distribution costs declined in the third quarter 1999 versus 1998
    reflecting lower sales.

    Interest expense was $150,000 for the third quarter of 1999 as compared
    to $175,000 in the same period of 1998.  This reduction is due to lower
    amount of revolving debt outstanding and new financing.

<PAGE>                                -10-



    Net income $8,000 before extraordinary gains for 1999 was $384,000 lower
    than the third quarter of 1998.  In 1998, net income before extraordinary
    gains included a net gain of $264,000 for the sale of the Forth Worth
    Texas property.  The remaining $120,000 of variance reflects lower net
    sales combined with the higher cost of products sold and operating
    expenses noted earlier.

    There were no extraordinary gains recorded in the third quarter of 1999.
    In 1998, a $261,000 extraordinary gain was recorded in the third quarter
    as a result of creditor debt restructuring settlements.


    NINE MONTHS ENDED SEPTEMBER 26, 1999 COMPARED TO NINE MONTHS ENDING
    SEPTEMBER 27, 1998

    For the nine months ended September 26, 1999, net sales were $21,737,000,
    reflecting a significant increase of $1,937,000 (9.7%) over net sales
    of $19,810,000 for the same period in 1998.  Gross rebuilding sales
    increased $2,320,000, or 8.7%, over 1998 reflecting a substantial
    increase in carburetor business with existing customers, increased
    constant velocity joint sales, higher heavy-duty and domestic passenger
    car product sales, and additional sales from a new agricultural OEM
    customer.  Total product and core returns, which are reflected in
    reductions to net sales, were 22.9% and 23.8% of gross sales in the
    first nine months 1999 and 1998, respectively.

    Carburetor sales were 75.6% and 76.4% of net sales in the first nine
    months of 1999 and 1998, respectively.  While overall carburetor sales
    are declining in the U.S. market, the Company continues to be a
    significant supplier of carburetors in the aftermarket and realized
    increased carburetor sales for the first nine months of 1999.  Although
    new vehicles sold in the United States and Canada are no longer equipped
    with  carburetors, the Company continues to sell replacement units for
    older vehicles, many of which use carburetors.  The Company expects that
    carburetor sales will decline in futue years.  In addition, carburetor
    margins may be negatively impacted in the future as customers seek to
    return product during periods of declining demand.

    Cost of products sold were $18,218,000, or 83.8% of net sales in the
    first nine months of 1999 as compared to $16,464,000, or 83.1% for the
    first same period in 1998. This increase in the cost of products sold as
    a percent of net sales is primarily attributed to higher direct labor
    costs incurred to meet shipping demand for carburetors and increased
    materials costs.  Reductions in manufacturing overhead expenses helped
    to partially offset the unfavorable variances.

    Selling, distribution and administrative expenses were $2,158,000 for
    the first nine months of 1999 compared to $2,073,000 in the first nine
    months of 1998.  Administrative costs were lower in 1998 because of the
    transfer of professional fees associated with the vendor settlements to
    net against extraordinary gain.




<PAGE>                                -11-



    Interest expense was $464,000 for the first nine months of 1999 as
    compared to $690,000 in the same period of 1998.  This reduction is
    due to significantly lower interest and fees under the new loan
    facility, as well as reduction in the amount of revolving debt
    outstanding.

    For the first nine months of 1999, net income was $944,000 before
    extraordinary gains, compared to $916,000 for the same period in 1998.
    This $28,000, or 3.1%, increase primarily reflects the significant
    increase in net sales together with lower operating costs over 1998.

    An extraordinary gain of $59,000 was recorded in the second quarter of
    1999 reflecting a creditor debt restructuring settlement (See Note 6).
    In 1998, a $281,000 extraordinary gain was recorded during the first
    nine months.


    LIQUIDITY AND CAPITAL RESOURCES

    WORKING CAPITAL

    Net working capital at September 26, 1999 was a negative $239,000,
    compared to a negative $896,000 at the end of 1998, and a negative
    $130,000 for September 27, 1998.  The $657,000 improvement in working
    capital over year-end is principally a result of higher inventories
    versus a nominal increase in current liabilities.  The decline of
    $130,000 as compared to September 27, 1999 reflects higher accrued
    expenses and current maturities of long term debt versus a nominal
    increase in current assets.

    Accounts receivable at September 26, 1999, were $3,544,000, or $1,157,000
    (25%) lowerer versus the year-end 1998 balance of $4,701,000. Receivables
    decreased $1,770,000 compared to the September 27, 1998 ending balance.
    These decreases reflect the lower sales volume combined with higher
    return credits during the third quarter.

    At September 26, 1999, net inventories were higher by $1,833,000,
    compared to year-end fiscal 1998, due to increases in all inventory
    catagories to satisfy anticipated higher sales demand in the fourth
    quarter.  Net inventories also increased by $1,549,000 versus September
    1998 for the same reason.

    Accounts payable at the end of the first nine months of 1999 were
    $538,000 higher than year-end 1998 and $847,000 higher than the first
    nine months of 1998.   Accrued expenses at the end of September 1999
    were $109,000 lower than fiscal year-end 1998 and $453,000 lower than
    September 1998.  Primarily accounting for this was the vendor settlement,
    which lowered accrued expenses and increased vendor debt.







<PAGE>                                -12-



    DEBT

    At September 26, 1999 the balance outstanding on the Bank America loan
    facility was $2,692,000 plus letter of credit accommodations of
    $1,993,000.  This compares to a loan balance at December 27, 1998
    of $3,503,000 and accommodations of $2,193,000 and a loan balance at
    September 27, 1998 of $4,422,000 and accomodations of $2,200,000.

    The Company is continuing discussions with certain other unsecured
    creditors with past due balances to restructure of approximately
    $700,000 of associated indebtedness upon substantially the same terms
    as the settlement with the trade creditors. There is no assurance that
    any of these creditors will accept the proposal.


    FACTORS WHICH MAY AFFECT FUTURE RESULTS

    This quarterly report contains forward-looking statements that are
    subject to risks and uncertainties, including but not limited to the
    following:

    The Company expects the existing over-capacity in the automotive
    aftermarket and consolidation within its distribution channels to
    cause continued selling price pressure for the foreseeable future.
    The present competitive environment is causing change in traditional
    aftermarket distribution channels resulting in volume retailers gaining
    additional market presence at the expense of traditional wholesalers.
    In response, the Company has attempted to diversify its customer base
    and currently serves all major segments, including automotive warehouse
    distributors and jobbers, original equipment manufacturers of automotive
    equipment and large volume automotive retailers.  The anticipated decline
    in sales from the profitable carburetor product line over the longer
    term will impact future results.  The Company intends to offset these
    impacts through development of niche product markets, new product
    development, improvements in its manufacturing processes and cost
    containment with a strong focus on capacity utilization. There is no
    assurance that the Company's efforts will be successful.

    The Company's three largest customers accounted for an aggregate of 86%
    of the Company's total sales in first nine months of 1999.  Given the
    Company's current financial condition and its manufacturing cost
    structure, the loss of a large customer would have a materially adverse
    impact on the Company's financial condition and results of operations.

    While the Company has established reserves for potential environmental
    liabilities that it believes to be adequate, there can be no assurance
    that the reserves will be adequate to cover actual costs incurred or
    that the Company will not incur additional environmental liabilities
    in the future.

    There can be no assurance that the impact of the Year 2000 issue will
    not have a materially adverse impact on the Company's results. See
    "Year 2000 Compliance" for additional information.


<PAGE>                                -13-



    Accordingly, actual results may differ materially from those set forth
    in the forward-looking statements.


    YEAR 2000 COMPLIANCE

    In 1997, the Company initiated a project to address Year 2000 issues
    and then develop and implement a Year 2000 readiness plan.  The first
    phase of the readiness plan was to address its current computer systems
    and upgrade them to Year 2000 compliance.  The Company elected to embark
    on a system and hardware conversion utilizing certified Year 2000 systems
    technology on a Year 2000 compliant operating platform.  The initial
    implementation of systems and hardware was completed in the first Quarter
    of 1999.

    In addition, as a part of the first phase of the readiness plan, the
    Company completed an inventory of the software applications currently
    running on its personal computers.  A plan was implemented to upgrade,
    where necessary, all applications software to be Year 2000 compliant
    during the third quarter of 1999.

    The Company has analyzed its products and non-IT systems such as
    imbedded chips in production equipment, and found that there are no
    material Year 2000 issues.

    The second phase of the readiness project was to address Year 2000
    issues with significant customers, vendors and service providers,
    including electronic commerce.  This phase was an audit and inquiry
    phase, and is complete.  There can be no assurance that the systems of
    other companies and service providers that interact with the Company
    will be sufficiently Year 2000 compliant so as to avoid an adverse
    impact on the Company's operations, financial condition and results of
    operations.  There are no significant costs associated with this phase.

    The third and final phase of this project will be completed before the
    end of the fourth Quarter of 1999.  The company expects to resolve any
    remaining internal Year 2000 issues and finalize testing of modifications
    during this phase.  The Company has developed a contingency plan to
    address a worst case scenario for unresolved Year 2000 issues with
    customers, vendors and service providers.

    The Company does not presently anticipate that the costs to address the
    Year 2000 issue will have a material adverse impact on the Company's
    financial condition, results of operations or liquidity.  Present
    estimated costs for remediation are as follows:

                               Prior Fiscal Years    Fiscal 1999
                               ------------------    -----------
             Software              $  332,000        $  250,000
             Hardware & Network    $   62,000        $   25,000





<PAGE>                                -14-



    PART II.  OTHER INFORMATION

    Item 6.	Exhibits and Reports on Form 8-K

           (a)  Exhibits
                (27)  Financial Data Schedules

           (b)  No Form 8-K  report was filed by the Company during the most
                recently completed fiscal quarter.














































<PAGE>                                -15-



    SIGNATURES


    Pursuant to the requirements of the Securities Exchange Act of 1934, the
    registrant has duly caused this report to be signed on its behalf by the
    undersigned thereunto duly authorized.



                                       CHAMPION PARTS, INC.
                                       (Registrant)

    DATE: November 10, 1999       By:  /s/  Jerry A. Bragiel
                                       ----------------------------------
                                       Jerry A. Bragiel
                                       President, Chief Executive Officer
				                                 		and Principal Financial Officer

                                  By:  /s/  Richard W. Simmons
                                       -----------------------------------
                                       Richard W. Simmons
                                       Corporate Controller and Secretary

































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