FORM 10-Q

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

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

For the quarterly period ended              March 31, 1997                    
                                                        or
(   )             TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                                          SECURITIES EXCHANGE ACT OF 1934

For the transition period from                     to                          

Commission file number                      0-15661                            

                        AMCOL INTERNATIONAL CORPORATION 
             (Exact name of registrant as specified in its charter)
<TABLE>
<S>                                                              <C>

                           Delaware                                             36-0724340                
(State or other jurisdiction of incorporation or organization)    (IRS Employer Identification No.)
</TABLE>

    1500 West Shure Drive, Suite 500, Arlington Heights, Illinois 60004-7803 
               (Address of principal executive offices) (Zip Code)

                                 (847) 394-8730 
              (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 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 April 18, 1997   
         (Common stock, $.01 par value)                  19,051,017
<PAGE>
                         AMCOL INTERNATIONAL CORPORATION

<TABLE>
<CAPTION>

                                      INDEX

                                                                              

Part I - Financial Information

         <S>               <C>                                                         <C>

         Item 1            Financial Statements                                      Page No.

                           Condensed Consolidated Balance Sheet -
                           March 31, 1997 and December 31, 1996                         1

                           Condensed Consolidated Statement of Operations -
                           three months ended March 31, 1997 and 1996                   2

                           Condensed Consolidated Statement of Cash Flows -
                           three months ended March 31, 1997 and 1996                   3

                           Notes to Condensed Consolidated Financial Statements         4


         Item 2            Management's Discussion and Analysis of Financial
                           Condition and Results of Operations                                   5


Part II - Other Information

         Item 6            Exhibits and Reports on Form 8-K                                      9

</TABLE>
<PAGE>
                         Part I - FINANCIAL INFORMATION
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEET
                                   (Unaudited)
                                 (In thousands)

                                     ASSETS
<TABLE>
<CAPTION>

                                                                         March 31,              December 31,
                                                                            1997                    1996
                                                                    ---------------------    -------------------
<S>                                                                        <C>                      <C>
Current assets:                                                                                      *
     Cash and cash equivalents                                             $   5,172                $   3,054
     Accounts receivable, net                                                 77,672                   81,519
     Inventories                                                              60,296                   56,314
     Prepaid expenses                                                          3,583                    4,502
     Current deferred tax asset                                                3,145                    3,086
         Total current assets                                                149,868                  148,475

Property, plant, equipment and mineral reserves                              302,623                  299,366
     Less accumulated depreciation                                           124,258                  118,490
                                                                             178,365                  180,876

Intangible assets, net                                                        14,902                   15,217
                                                                                              
Other long-term assets, net                                                    5,714                    6,140
                                                                           $ 348,849                $ 350,708

                                     LIABILITIES AND STOCKHOLDERS' EQUITY

Current liabilities:
     Notes payable and current maturities of debt                          $   9,423                $   8,969
     Accounts payable                                                         21,331                   24,389
     Accrued liabilities                                                      23,010                   18,512
         Total current liabilities                                            53,764                   51,870

Long-term debt                                                               115,444                  118,855

Deferred credits and other liabilities                                        12,743                   12,579

Stockholders' equity:
     Common stock                                                                213                      213
     Additional paid-in capital                                               75,689                   75,576
     Foreign currency translation adjustment                                     235                    2,868
     Retained earnings                                                        98,421                   96,579
     Treasury stock                                                           (7,660)                  (7,832)
                                                                             166,898                  167,404
                                                                           $ 348,849                $ 350,708
</TABLE>

                  *Condensed from audited financial statements.
              The accompanying notes are an integral part of these
                        condensed financial statements.
                                      -1-
<PAGE>
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
                                   (Unaudited)
           (In thousands, except number of shares and per share data)
<TABLE>
<CAPTION>

                                                                                 Three Months Ended
                                                                                      March 31,
                                                                    ----------------------------------------------
                                                                           1997                      1996
                                                                    --------------------      --------------------
<S>                                                                      <C>                     <C>         
Net sales                                                                $    107,918            $     85,536
Cost of sales                                                                  86,107                  69,536
     Gross profit                                                              21,811                  16,000
General, selling and administrative expenses                                   14,507                  12,423
     Operating profit                                                           7,304                   3,577
Other income (expense):
     Interest expense, net                                                     (2,162)                 (2,055)
     Other income, net                                                           (105)                    255
                                                                               (2,267)                 (1,800)
     Income before income taxes and minority interest                           5,037                   1,777
Income taxes                                                                    1,864                     640
     Income before minority interest                                            3,173                   1,137
Minority interest                                                                 -                      (6)
     Net income                                                          $      3,173            $      1,131

Weighted average common and common
     equivalent shares                                                     19,455,401              19,659,827

Earnings per share                                                       $        .16            $        .06

Dividends declared per share                                             $        .07            $        .07
</TABLE>

              The accompanying notes are an integral part of these
                         condensed financial statements.


<PAGE>

                                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                                  CONDENSED CONSOLIDATED STATEMENT OF CASH FLOWS
                                                    (Unaudited)
                                                  (In thousands)
<TABLE>
<CAPTION>

                                                                                 Three Months Ended
                                                                                      March 31,
                                                                    ----------------------------------------------

Cash flow from operating activities:
<S>                                                                     <C>                        <C>    
     Net income                                                          $  3,173                   $ 1,131
     Adjustments to reconcile net income to net cash
       Provided by operating activities:
         Depreciation, depletion, and amortization                          7,567                     6,382
         Other                                                                390                      (320)
         (Increase)/decrease in current assets                                538                       185
         Increase/(decrease) in current liabilities                         1,889                     2,323

         Net cash provided by (used in) operations                         13,557                     9,701

Cash flow from investing activities:
     Acquisition of land, mineral reserves,
        Depreciable and intangible assets                                  (7,382)                   (8,643)
     Sale of mineral reserves                                                   -                     2,701
     Other                                                                    395                      (391)

         Net cash used in investing activities                             (6,987)                   (6,333)

Cash flow from financing activities:
     Net change in outstanding debt                                        (3,406)                     (145)
     Dividends paid                                                        (1,331)                   (1,340)
     Other                                                                    285                      (236)

         Net cash provided by  financing activities                        (4,452)                   (1,721)

Net (increase) in cash and cash equivalents                                 2,118                     1,647

Cash and cash equivalents at beginning of period                            3,054                     1,888

Cash and cash equivalents at end of period                               $  5,172                   $ 3,535

Supplemental Disclosure of Cash Flows Information (In
       thousands)

Actual cash paid for:
     Interest                                                            $    686                   $   557

     Income taxes                                                        $    548                   $   259
</TABLE>

              The accompanying notes are an integral part of these
                         condensed financial statements.

<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)
                                 (In thousands)

Note 1:  BASIS OF PRESENTATION

     The  financial  information  included  herein,  other  than  the  condensed
consolidated  balance  sheet as of  December  31,  1996,  has been  prepared  by
management without audit by independent  certified public accountants who do not
express an opinion  thereon.  The  condensed  consolidated  balance  sheet as of
December  31,  1996,  has  been  derived  from  and  does  not  include  all the
disclosures  contained in the audited consolidated  financial statements for the
year ended  December 31, 1996. The  information  furnished  herein  includes all
adjustments  which are,  in the  opinion  of  management,  necessary  for a fair
statement of the results of the interim period,  and all such adjustments are of
a normal recurring nature.  Management recommends the accompanying  consolidated
financial  information be read in conjunction  with the  consolidated  financial
statements  and related  notes  included in the  Company's  1996 Form 10-K which
accompanies the 1996 Corporate Report.
     The results of operations for the three-month  period ended March 31, 1997,
are not necessarily indicative of the results to be expected for the full year.

Certain  items  in  the  1996  consolidated   financial   statements  have  been
reclassified to comply with the consolidated  financial statements  presentation
for 1997.

Note 2:  INVENTORIES

     Inventories at March 31, 1997 have been valued using the same methods as at
December 31, 1996. The composition of inventories at March 31, 1997 and December
31, 1996, was as follows:
<TABLE>
<CAPTION>
                                                                         March 31,               December 31,
                                                                           1997                      1996
                                                                    --------------------      --------------------
<S>                                                                      <C>                       <C>    
Advance mining, crude stockpile and in-process inventories                $ 40,977                  $ 36,493

Other raw material, container and supplies inventories                      19,319                    19,821

                                                                          $ 60,296                  $ 56,314
</TABLE>

Note 3:  EARNINGS PER SHARE

     Earnings  per share are  computed  by dividing  net income by the  weighted
average  number of common shares  outstanding  and the dilutive  effect of stock
options outstanding at the end of each period.

<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS

     The  following  is   management's   discussion   and  analysis  of  certain
significant  factors which have affected the  Company's  financial  position and
operating  results  during the periods  included in the  accompanying  condensed
consolidated financial statements.

Three Months Ended March 31, 1997 vs. 1996

     Net sales  increased  by $22.4  million,  or 26.2%,  and gross  profits and
operating  profits  increased by $5.8 million,  or 36.3%,  and $3.7 million,  or
104.2%,  respectively.  Higher  selling,  general  and  administrative  expenses
reflected   higher   expenditures   associated   with  the  development  of  the
nanocomposite  technology and  additional  polymer  products,  as well as higher
costs for new market development. Net interest expense increased by $.1 million,
or 5.2%,  as March 31, 1997 debt (both  long-term and  short-term)  increased by
$2.9 million, or 2.4%, over the prior-year quarter. Earnings per share were $.16
for the 1997 quarter compared with $.06 for the 1996 quarter. 

A brief discussion by business segment follows:
<TABLE>
<CAPTION>
                                                              Quarter Ended March 31,
                                -------------------------------------------------------------------------------------
                                          1997                        1996                      1997 vs. 1996
                                -------------------------     ----------------------      ---------------------------
Minerals                                                    (Dollars in Thousands)        $ Change           % Change
<S>                               <C>             <C>         <C>             <C>          <C>               <C>  
Net sales                         $ 39,258        100.0%      $ 34,557        100.0%       $ 4,701           13.6%

Cost of  sales                      33,153         84.4%        29,853         86.4%                   

   Gross profit                      6,105         15.6%         4,704         13.6%         1,401           29.8%
General, selling and
  Administrative expenses            3,875          9.9%         3,798         11.0%            77            2.0%

   Operating profit                  2,230          5.7%           906          2.6%         1,324          146.1%

</TABLE>
     Sales increased by $4.7 million, or 13.6% , over the prior-year period. The
primary  increases  came from cat litter and  metalcasting  products,  offset by
declines in sales of  refining  chemicals  (a  business  which was sold later in
1996) and  shipments to the iron ore  pelletizing  market.  Reduced sales to the
iron ore pelletizing market are anticipated to continue,  although the remaining
shipments  will reflect  higher unit  selling  prices.  The gross profit  margin
improved  from the prior year when margins were  depressed as a result of higher
costs associated with excess cat litter capacity.

<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                                  (Continued)

<TABLE>
<CAPTION>
                                                              Quarter Ended March 31,
                                -------------------------------------------------------------------------------------
                                          1997                        1996                      1997 vs. 1996
                                -------------------------     ----------------------      ---------------------------
Absorbent Polymers                                          (Dollars in Thousands)        $ Change           % Change
<S>                               <C>             <C>         <C>             <C>         <C>                <C>  
Net sales                         $ 45,161        100.0%      $ 32,046        100.0%      $ 13,115           40.9%

Cost of  sales                      35,568         78.8%        25,720         80.3%                   

   Gross profit                      9,593         21.2%         6,326         19.7%         3,267           51.6%
General, selling and
  Administrative expenses            3,015          6.7%         2,479          7.7%           536           21.6%

   Operating profit                  6,578         14.5%         3,847         12.0%         2,731           71.0%

</TABLE>
     Revenues  increased by $13.1 million,  or 40.9%, over the prior-year period
as sales volume  increased by 57.0%.  The gross profit margin in the  prior-year
quarter reflected the additional costs associated with supplemental shipments of
product from the United States to meet European  demand in excess of U.K.  plant
capacity.  The U.K.  plant  capacity  in the current  year was  adequate to meet
demand. The increase in general,  selling and administrative  expenses reflected
higher  product and business  development  expenditures  for  non-superabsorbent
polymer  products  and  increased   superabsorbent  polymer  market  development
expenses.

<TABLE>
<CAPTION>
                                                              Quarter Ended March 31,

                                -------------------------------------------------------------------------------------
                                          1997                        1996                      1997 vs. 1996
                                -------------------------     ----------------------      ---------------------------
Environmental                                               (Dollars in Thousands)        $ Change           % Change
<S>                               <C>             <C>          <C>            <C>         <C>                <C>  
Net sales                         $ 16,565        100.0%       $13,767        100.0%      $  2,798           20.3%

Cost of  sales                      11,327         68.4%         9,499         69.0%                   

   Gross profit                      5,238         31.6%         4,268         31.0%           970           22.7%
General, selling and
  Administrative expenses            4,309         26.0%         3,558         25.8%           751           21.1%

   Operating profit                    929          5.6%           710          4.2%           219           30.8%
</TABLE>

     Sales  increased by $2.8 million,  or 20.3%,  over the  prior-year  period.
Sales across all product lines were generally higher, but sales of environmental
liner products were particularly stronger.  General,  selling and administrative
expenses  increased  by 21.1%,  largely as a result of the  increased  marketing
costs associated with both domestic and  international  sales, and the increased
costs of the European unit.



<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (Continued)
<TABLE>
<CAPTION>

                                                              Quarter Ended March 31,
                                -------------------------------------------------------------------------------------
                                          1997                        1996                      1997 vs. 1996
                                -------------------------     ----------------------      ---------------------------
Transportation                                              (Dollars in Thousands)        $ Change           % Change
<S>                                <C>            <C>          <C>            <C>          <C>               <C>  
Net sales                          $ 6,934        100.0%       $ 5,166        100.0%       $ 1,768           34.2%

Cost of  sales                       6,059         87.4%         4,464         86.4%                   

   Gross profit                        875         12.6%           702         13.6%           173           24.6%
General, selling and
  Administrative expenses              504          7.3%           433          8.4%            71           16.4%

   Operating profit                    371          5.3%           269          5.2%           102           37.9%
</TABLE>

     Net sales  increased  by $1.8  million,  or 34.2%,  as a result of stronger
shipments of cat litter and  environmental  products in 1997 compared with 1996.
In  addition,   adverse  weather   conditions  caused  some  rail  shipments  to
temporarily  move to truck  shipments  during the  quarter.  Lower gross  profit
margin in the 1997 quarter was a result of lower  aggregate  brokerage  margins,
however the operating margin was marginally higher than the prior-year quarter.
<TABLE>
<CAPTION>
                                                              Quarter Ended March 31,
                                -------------------------------------------------------------------------------------
                                          1997                        1996                      1997 vs. 1996
                                -------------------------     ----------------------      ---------------------------
Corporate                                                   (Dollars in Thousands)        $ Change           % Change
General, selling and
<S>                                <C>                         <C>                            <C>            <C>  
  Administrative expenses          $ 2,804                     $ 2,155                        $649           30.1%

   Operating loss                    2,804                       2,155                         649           30.1%
</TABLE>

     Corporate costs include management  information  systems,  human resources,
investor relations and corporate communications, corporate finance and corporate
governance costs. The start-up of the nanocomposite business is also included in
the corporate  costs.  More than 60% of the increase in costs is attributable to
the development and market launch of the Company's nanocomposite technology.

<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                 CONDITION AND RESULTS OF OPERATIONS (Continued)

Liquidity and Capital Resources

     At March 31,  1997,  the Company  had  outstanding  debt of $124.9  million
(including both long-term and short-term debt) and cash of $5.2 million compared
with $127.8  million in debt and $3.1  million in cash and cash  equivalents  at
December 31, 1996. The long-term debt represented 40.9% of total  capitalization
at March 31, 1997, compared with 41.5% at December 31, 1996.

     The  Company  had a current  ratio of  2.79-to-1  at March 31,  1997,  with
approximately $96.1 million in working capital compared with 2.86-to-1 and $96.6
million, respectively, at December 31, 1996.

     During the first  quarter  of 1997,  the  Company  paid  dividends  of $1.3
million,  and acquired  property,plant and equipment totaling $7.4 million.  The
cumulative foreign exchange translation adjustment, a component of stockholders'
equity,  declined  by $2.6  million  as a result of the  weakening  of the Pound
Sterling versus the U.S. dollar.

     The Company had  approximately  $38.0 million in unused,  committed  credit
lines at March 31, 1997.  These credit  facilities,  in  conjunction  with funds
generated from operations,  are adequate to fund the capital expenditure program
approved by the board of directors at this time.

Forward Looking Statements

     This filing  contains  certain  forward-looking  statements  regarding  the
company's  expected  performance  for future periods and actual results for such
periods may materially differ.  Such  forward-looking  statements are subject to
uncertainties,  which include,  but are not limited to, actual growth in AMCOL's
various  markets,  utilization of the company's  plants and factories,  customer
concentration in the absorbent  polymers segment,  operating costs, raw material
prices,  weather,  and delays in  development  production  and  marketing of new
products,  and other factors  detailed from time to time in the company's annual
report and other reports filed with the Securities and Exchange Commission.

<PAGE>

                           PART II - OTHER INFORMATION

Item 6:  Exhibits and Reports on Form 8-K

     (a) See Index to Exhibits immediately following the signature page.

     (b) No reports on Form 8-K have been filed  during the quarter  ended March
31, 1997.

<PAGE>

                                   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.

                         AMCOL INTERNATIONAL CORPORATION



Date:             April 21, 1997       /s/      John Hughes                     
                                       John Hughes
                                       President and Chief Executive Officer



Date:            April 21, 1997        /s/      Paul G. Shelton
                                       Paul G. Shelton
                                       Senior Vice President and 
                                       Chief Financial Officer



                                INDEX TO EXHIBITS

Exhibit
Number

3.1      Restated Certificate of Incorporation of the Company (5), as amended 
         (10)
3.2      Bylaws of the Company (10)
4        Article Fourth of the Company's Restated Certificate of Incorporation 
(5)
10.1     AMCOL International Corporation 1983 Incentive Stock Option Plan (1); 
         as amended (3)
10.2     Executive Medical Reimbursement Plan (1)
10.3     Lease Agreement for office space dated September 29, 1986, between the 
         Company and American National
         Bank and Trust Company of Chicago (1) as amended (8)
10.4     AMCOL International Corporation 1987 Non-Qualified Stock Option Plan 
         (2); as amended (6)
10.5     Change in Control Agreement dated April 1, 1997, by and between 
         Registrant and John Hughes
10.6     Change in Control Agreement dated April 1, 1997, by and between 
         Registrant and Paul G. Shelton
10.7     Change in Control Agreement dated February 7, 1996, by and between 
         Registrant and Lawrence E. Washow (10)
10.8     Change in Control Agreement dated February 7, 1996, by and between 
         Registrant and Roger P. Palmer (10)
10.9     Change in Control Agreement dated April 1, 1997 by and between 
         Registrant and Peter L. Maul
10.10    AMCOL International Corporation Dividend Reinvestment and Stock 
         Purchase Plan (4); as amended (6)
10.11    AMCOL International Corporation 1993 Stock Plan, as amended and 
         restated (10)
10.12    Credit Agreement by and among AMCOL International Corporation and 
         Harris Trust and Savings Bank,
         individually and as agent, NBD Bank, LaSalle National Bank and the 
         Northern Trust Company dated October
         4, 1994, (7); as amended, First Amendment to Credit Agreement dated 
         September 25, 1995 (9), as amended,
         Second Amendment to Credit Agreement dated March 28, 1996, and Third 
         Amendment to Credit Agreement dated
         September 12, 1996 (11)
10.13    Note Agreement dated October 1, 1994, between AMCOL International 
         Corporation and Principal Mutual Life
         Insurance Company, (7); as amended, First Amendment of Note Agreement 
         dated September 30, 1996 (11)
10.14    Change in Control Agreement dated August 21, 1996 by and between 
         Registrant and Frank B. Wright, Jr. (11)
27       Financial Data Schedule
                                    

(1)      Exhibit is incorporated by reference to the Registrant's Form 10 
         filed with the Securities and Exchange Commission on July 27, 1987.
(2)      Exhibit is incorporated by reference to the Registrant's Form 10-K 
         filed with the Securities and Exchange Commission for the year ended 
         December 31, 1988.
(3)      Exhibit is incorporated by reference to the Registrant's Form 10-K 
         filed with the Securities and Exchange Commission for the year ended 
         December 31, 1993.
(4)      Exhibit is incorporated by reference to the Registrant's Form 10-K 
         filed with the Securities and Exchange Commission for the year ended 
         December 31, 1992.
(5)      Exhibit is incorporated by reference to the Registrant's Form S-3 
         filed with the Securities and Exchange Commission for the year ended 
         September 15, 1993.
(6)      Exhibit is incorporated by reference to the Registrant's Form 10-K 
         filed with the Securities and Exchange Commission for the year ended 
         December 31, 1993.
(7)      Exhibit is incorporated by reference to the Registrant's Form 10-Q 
         filed with the Securities and Exchange Commission for the quarter ended
         September 30, 1994.
(8)      Exhibit is incorporated by reference to the Registrant's Form 10-K 
         filed with the Securities and Exchange Commission for the year ended 
         December 31, 1994.
<PAGE>

(9)      Exhibit is incorporated by reference to the Registrant's Form 10-Q 
         filed with the Securities and Exchange Commission for the quarter ended
         September 30, 1995.
(10)     Exhibit is incorporated by reference to the Registrant's Form 10-K 
         filed with the Securities and Exchange Commission for the year ended
         December 31, 1995.
(11)     Exhibit is incorporated by reference to the Registrant's Form 10-K 
         filed with the Securities and Exchange Commission for the year ended 
         December 31, 1996.