<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 10-Q

(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, 2002
                               ----------------------------------------------
                                       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)

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

    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 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 May 7, 2002
------------------------------------         -----------------------------------
   (Common stock, $.01 par value)                         28,519,982



<PAGE>


                         AMCOL INTERNATIONAL CORPORATION

                                      INDEX

                                                                        Page No.
                                                                        --------
Part I - Financial Information
------------------------------

     Item 1  Financial Statements
             Condensed Consolidated Balance Sheets -
             March 31, 2002 and December 31, 2001                              1

             Condensed Consolidated Statements of Operations -
             three months ended March 31, 2002 and 2001                        2

             Condensed Consolidated Statements of Comprehensive Income -
             three months ended March 31, 2002 and 2001                        4

             Condensed Consolidated Statements of Cash Flows -
             three months ended March 31, 2002 and 2001                        5

             Notes to Condensed Consolidated Financial Statements              6


     Item 2  Management's Discussion and Analysis of Financial
             Condition and Results of Operations                              10

     Item 3  Quantitative and Qualitative Disclosures About Market Risk       14

Part II - Other Information
---------------------------

     Item 6  Exhibits and Reports on Form 8-K                                 14


<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (In thousands)

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------
                ASSETS                                         March 31,   December 31,
                                                                 2002         2001
                                                             (unaudited)
---------------------------------------------------------------------------------------
<S>                                                            <C>        <C>
Current assets:

    Cash                                                       $   8,503    $  10,320
    Accounts receivable, net                                      40,473       43,641
    Inventories                                                   34,600       34,593
    Prepaid expenses                                               4,582        4,419
    Net current assets of discontinued operations                    798          798
    Current deferred tax assets                                    4,288        4,286
    Income taxes receivable                                        3,010        3,120
                                                               ---------    ---------
       Total current assets                                       96,254      101,177
                                                               ---------    ---------

Investment in and advances to joint ventures                      13,423       13,219
                                                               ---------    ---------

Property, plant, equipment, and mineral rights and reserves:
    Land and mineral rights and reserves                           8,994        9,293
    Depreciable assets                                           184,214      181,120
                                                               ---------    ---------
                                                                 193,208      190,413
    Less: accumulated depreciation                               121,879      118,065
                                                               ---------    ---------
                                                                  71,329       72,348
                                                               ---------    ---------
Other assets:
    Goodwill and other intangible assets, net                        368          403
    Long-term prepayments and other assets                         7,503        4,410
    Net non-current assets of discontinued operations                311          311
    Deferred tax assets                                            4,437        4,462
                                                               ---------    ---------
                                                                  12,619        9,586
                                                               ---------    ---------
                                                               $ 193,625    $ 196,330
                                                               =========    =========
---------------------------------------------------------------------------------------

<CAPTION>
---------------------------------------------------------------------------------------
   LIABILITIES AND STOCKHOLDERS' EQUITY                        March 31,   December 31,
                                                                 2002         2001
---------------------------------------------------------------------------------------
<S>                                                            <C>        <C>
Current liabilities:
    Accounts payable                                           $   7,782    $   9,239
    Accrued liabilities                                           18,017       21,844
                                                               ---------    ---------
       Total current liabilities                                  25,799       31,083
                                                               ---------    ---------

Long-term debt                                                    15,458       13,245
                                                               ---------    ---------

Minority interests in subsidiaries                                   775          523
Other liabilities                                                 11,389       10,752
                                                               ---------    ---------
                                                                  12,164       11,275
                                                               ---------    ---------
Stockholders' equity:
    Common stock                                                     320          320
    Additional paid in capital                                    70,286       71,905
    Retained earnings                                             91,122       91,018
    Cumulative other comprehensive loss                           (3,072)      (2,688)
                                                               ---------    ---------
                                                                 158,656      160,555
Less:
    Treasury stock                                                18,452       19,828
                                                               ---------    ---------
                                                                 140,204      140,727
                                                               ---------    ---------
                                                               $ 193,625    $ 196,330
                                                               =========    =========
---------------------------------------------------------------------------------------
</TABLE>

Condensed from audited financial statements.

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


                                       1

<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
                                 (In thousands)

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------
                                                                       Three Months Ended
                                                                            March 31,
                                                                       ------------------
                                                                        2002        2001
------------------------------------------------------------------------------------------
<S>                                                                   <C>         <C>
Continuing Operations
Net sales                                                             $ 57,341    $ 64,378
Cost of sales                                                           44,688      49,321
                                                                      --------    --------
    Gross profit                                                        12,653      15,057
General, selling and administrative expenses                            12,030      11,923
                                                                      --------    --------
    Operating profit                                                       623       3,134
                                                                      --------    --------
Other income (expense):
    Investment income                                                       --       2,150
    Change in value of interest rate swap                                   --        (316)
    Interest expense, net                                                  (92)       (771)
    Other, net                                                             (30)         75
                                                                      --------    --------
                                                                          (122)      1,138
                                                                      --------    --------
    Income before income taxes and equity
        in income of joint ventures                                        501       4,272
Income tax expense                                                         176       1,350
                                                                      --------    --------
    Income before equity in income of
        joint ventures                                                     325       2,922
Income from joint ventures                                                 204         132
Minority interest in net loss of subsidiary                                  3          --
                                                                      --------    --------
    Income from continuing operations                                      532       3,054
                                                                      --------    --------

Discontinued Operations
Loss from operations (net of income taxes)                                  --        (142)
                                                                      --------    --------
Cummulative effect of change in accounting principle (net of taxes)         --        (182)
                                                                      --------    --------
Net income                                                            $    532    $  2,730
                                                                      ========    ========
------------------------------------------------------------------------------------------
</TABLE>

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


                                       2

<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------------
                                                                      Three Months Ended
                                                                           March 31,
                                                                       ------------------
                                                                       2002          2001
--------------------------------------------------------------------------------------------
<S>                                                                 <C>           <C>
Weighted average common shares outstanding                          28,454,530    28,664,185
                                                                   ===========   ===========
Weighted average common and common equivalent shares outstanding    30,921,786    31,221,631
                                                                   ===========   ===========

Basic earnings (loss) per share:
    Continuing operations                                          $      0.02   $      0.11
                                                                   -----------   -----------
    Discontinued operations - loss from operations                          --         (0.01)
                                                                   -----------   -----------

    Cummulative effect of change in accounting principle                    --         (0.01)
                                                                   -----------   -----------
    Net income                                                     $      0.02   $      0.09
                                                                   ===========   ===========

Diluted earnings (loss) per share:
    Continuing operations                                          $      0.02   $      0.10
                                                                   -----------   -----------
    Discontinued operations - loss from operations                          --         (0.01)
                                                                   -----------   -----------

    Cummulative effect of change in accounting principle                    --         (0.01)
                                                                   -----------   -----------
    Net income                                                     $      0.02   $      0.08
                                                                   ===========   ===========

Dividends declared per share                                       $     0.015   $     0.010
                                                                   ===========   ===========
--------------------------------------------------------------------------------------------
</TABLE>

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


                                       3

<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
                                   (Unaudited)
                                 (In thousands)

-------------------------------------------------------------------------------
                                                           Three Months Ended
                                                                March 31,
                                                           -------------------
                                                           2002           2001
-------------------------------------------------------------------------------
Net income                                                $   532       $ 2,730
Other comprehensive income (loss):
    Foreign currency translation adjustment                  (384)       (2,684)
                                                          -------       -------
Comprehensive income                                      $   148       $    46
                                                          =======       =======
-------------------------------------------------------------------------------

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


                                       4

<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (In thousands)

<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------
                                                                                       Three Months Ended
                                                                                            March 31,
                                                                                     ----------------------
                                                                                        2002         2001
-----------------------------------------------------------------------------------------------------------
<S>                                                                                  <C>          <C>
Cash flow from operating activities:
    Income from continuing operations                                                $     532    $   3,054
    Adjustments to reconcile income from continuing operations to
    net cash provided by operating activities:
        Depreciation, depletion, and amortization                                        4,152        4,185
        Change in value of interest rate swap                                               --          316
        Other                                                                              903          188
        Decrease in current assets                                                       2,866        4,790
        Decrease in current liabilities                                                 (5,285)      (4,207)
                                                                                     ---------    ---------
                Net cash provided by operating activities of continuing operations       3,168        8,326
                                                                                     ---------    ---------

                Net cash used in discontinued operations                                    --       (1,448)
                                                                                     ---------    ---------
Cash flow from investing activities:
    Tax payments related to the absorbent polymers segment sale                             --     (125,477)
    Acquisition of land, mineral reserves, and depreciable assets                       (3,366)      (1,382)
    Other                                                                               (3,412)      (2,088)
                                                                                     ---------    ---------
              Net cash used in investing activities                                     (6,778)    (128,947)
                                                                                     ---------    ---------
Cash flow from financing activities:
    Net change in outstanding debt                                                       2,213        3,252
    Proceeds from sales of treasury stock                                                  877        1,200
    Purchases of treasury stock                                                         (1,120)      (5,119)
    Cummulative effect of change in accounting principle (net of tax)                       --         (182)
    Dividends paid                                                                        (429)        (288)
    Other                                                                                  252           --
                                                                                     ---------    ---------
            Net cash provided by (used in) financing activities                          1,793       (1,137)
                                                                                     ---------    ---------
Net decrease in cash and cash equivalents                                               (1,817)    (123,206)
Cash and cash equivalents at beginning of period                                        10,320      176,750
                                                                                     ---------    ---------
Cash and cash equivalents at end of period                                           $   8,503    $  53,544
                                                                                     =========    =========
Supplemental disclosures of cash flow information:
Cash paid for:
    Interest                                                                         $   1,074    $     753
                                                                                     =========    =========
    Income taxes                                                                     $   1,569    $ 126,157
                                                                                     =========    =========
-----------------------------------------------------------------------------------------------------------
</TABLE>

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


                                       5

<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, 2001, has been prepared by
management and are unaudited. The condensed consolidated balance sheet as of
December 31, 2001, has been derived from, but does not include all the
disclosures contained in, the audited consolidated financial statements for the
year ended December 31, 2001. 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 condensed
consolidated financial information be read in conjunction with the consolidated
financial statements and related notes included in the Company's 2001 Form 10-K
which accompanies the 2001 Corporate Report.

         The results of operations for interim periods are not necessarily
indicative of the results to be expected for the full year.

         Certain items in the 2001 condensed consolidated financial statements
have been reclassified to comply with the presentation for 2002.

Note 2:  INVENTORIES

         Inventories at March 31, 2002 have been valued using the same methods
as at December 31, 2001. The composition of inventories at March 31, 2002 and
December 31, 2001, was as follows:

--------------------------------------------------------------------------------
                                                          March 31, December 31,
                                                            2002        2001
--------------------------------------------------------------------------------
Advance mining                                             $ 2,248    $ 1,872
Crude stockpile inventories                                 11,758     11,524
In-process inventories                                      12,692     11,498
Other raw material, container, and supplies inventories      7,902      9,699
                                                           -------    -------
                                                           $34,600    $34,593
                                                           =======    =======
--------------------------------------------------------------------------------

                                       6

<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Continued)

Note 3:  EARNINGS PER SHARE

         Basic earnings per share were computed by dividing net income by the
weighted average number of common shares outstanding. Diluted earnings per share
were computed by dividing the net income by the weighted average common shares
outstanding after consideration of the dilutive effect of stock options
outstanding during of each period.

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------
                                                                           Three Months Ended
                                                                                March 31,
                                                                         -----------------------
                                                                            2002         2001
------------------------------------------------------------------------------------------------
<S>                                                                      <C>          <C>
Weighted average of common shares outstanding                            28,454,530   28,664,185
Dilutive impact of stock options                                          2,467,256    2,557,446
                                                                         ----------   ----------
Weighted average of common and common equivalent shares for the period   30,921,786   31,221,631
                                                                         ==========   ==========
Common shares outstanding                                                28,555,026   27,892,306
                                                                         ==========   ==========
------------------------------------------------------------------------------------------------
</TABLE>

Note 4:  BUSINESS SEGMENT INFORMATION

         The Company operates in two major industry segments: minerals and
environmental. The Company also operates a transportation business. The minerals
segment mines, processes and distributes clays and products with similar
applications to various industrial and consumer markets. The environmental
segment processes and distributes clays and products with similar applications
for use as a moisture barrier in commercial construction, landfill liners and in
a variety of other industrial and commercial applications. The transportation
segment includes a long-haul trucking business and a freight brokerage business,
which provide services to both the Company's plants and outside customers.

         The Company identifies segments based on management responsibility and
the nature of the business activities of each component of the Company.
Intersegment sales are insignificant, other than intersegment shipping, which is
disclosed in the following table. The Company measures segment profit based on
operating profit. Operating profit is defined as sales less cost of sales and
general, selling and administrative expenses related to a segment's operations.
The costs deducted to arrive at operating profit do not include interest or
income taxes.

         Segment assets are those assets used in the Company's operations in
that segment. Corporate assets include cash and cash equivalents, corporate
leasehold improvements, the nanocomposite plant investment and other
miscellaneous equipment.


                                       7

<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Continued)

         The following summaries set forth certain financial information by
business segment as of and for the three months ended March 31, 2002 and 2001.

--------------------------------------------------------------------------------
                                                       Three Months Ended
                                                           March 31,
                                                     ---------------------------
                                                        2002            2001
--------------------------------------------------------------------------------
Business Segment:
    Revenues:
            Minerals                                 $  33,690        $  38,837
            Environmental                               18,493           20,113
            Transportation                               7,384            7,562
            Intersegment shipping                       (2,226)          (2,134)
                                                     ---------        ---------
                Total                                $  57,341        $  64,378
                                                     =========        =========

    Operating profit (loss):
            Minerals                                 $   2,217        $   3,677
            Environmental                                  939            2,680
            Transportation                                 226              307
            Corporate                                   (2,759)          (3,530)
                                                     ---------        ---------
                Total                                $     623        $   3,134
                                                     =========        =========

                                                March 31, 2002 December 31, 2001
                                                ============== =================
    Assets:
            Minerals                                 $ 105,985        $ 106,391
            Environmental                               60,788           65,216
            Transportation                               1,830            1,282
            Corporate                                   23,913           22,332
            Discontinued operations                      1,109            1,109
                                                     ---------        ---------
                Total                                $ 193,625        $ 196,330
                                                     =========        =========
--------------------------------------------------------------------------------

Note 5:  DERIVATIVES

         From time to time, the Company uses financial derivatives, principally
swaps, forward contracts and options, in its management of foreign currency and
interest rate exposures. These contracts hedge transactions and balances for
periods consistent with committed exposures.

         The Company uses variable rate credit facilities to finance its
operations. These debt obligations expose the Company to variability in interest
payments due to changes in interest rates. If interest rates increase, interest
expense increases. Conversely, if interest rates decrease, interest expense also
decreases. Through June 15, 2001 the company was a party to an interest rate
swap agreement with a bank in the notional amount of $15 million. The agreement
gave the bank an option to extend the term. The interest rate swap agreement
changed the variable rate cash flow exposure on a portion of the Company's
borrowings under its committed credit facilities to fixed rate cash flows.


                                       8

<PAGE>

                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Continued)

         The agreement called for the Company to make fixed rate payments and to
receive variable rate cash flows based on the notional amount. This means the
Company received funds if the variable rate (LIBOR) increased above the fixed
rate, and paid the other party if LIBOR decreased below the fixed rate during
the term of the agreement. Interest rate differentials were paid or received on
a quarterly basis.

         Effective January 1, 2001, the Company adopted Statement of Financial
Accounting Standards (SFAS) No. 133, Accounting for Derivative Instruments and
for Hedging Activities, and SFAS No. 138, Accounting for Certain Derivative
Instruments and Certain Hedging Activities. It is the Company's judgement that
SFAS No. 133 requires the Company to record the change in value of this
agreement in its operating results in the period of change. Accordingly, the
Company recognized the fair value of the swap and the option as of January 1,
2001 by recording the cumulative effect of a change in accounting principle in
the amount of $182 (net of the related income tax benefit of $115) in the
accompanying condensed consolidated statements of operations. The change in the
fair value of the swap and option during the period through March 31, 2001 of
$316 has been reflected in operating results for the period.

Note 6:  DISCONTINUED OPERATIONS

         In 2000 the Company announced its intention to close its U.K. cat
litter business. Certain assets used in the business were sold to various
outside parties for cash proceeds of $720. The closure was completed in 2001.
The U.K. cat litter business was a component of the Company's minerals segment.

         The consolidated financial statements have been reclassified to report
separately the net assets and operating results of the U.K. metalcasting and cat
litter business for all periods presented.

Summary operating results for 2001 were as follows:

--------------------------------------------------------------------------------
                                                           Three Months Ended
   U.K. metalcasting and cat litter businesses                  March 31,
                                                           ------------------
                                                                  2001
--------------------------------------------------------------------------------
Net sales                                                       $ 2,800
Operating loss                                                     (359)
Income tax benefit                                                  (59)
Net loss                                                           (142)
--------------------------------------------------------------------------------


                                       9

<PAGE>

            Item 2: 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 2002 vs. 2001
         -----------------------------------------

                  Net sales for the three month period were $57.3 million, which
         represented a decrease of $7.0 million, or 10.9% from 2001 levels.
         Approximately 73% of the decline was attributed to the lower pricing
         and volumes in the Company's domestic minerals business units. Lower
         sales in the environmental segment's offshore and European business
         units accounted for the remainder of the decrease.

                  Gross profit declined by $2.4 million, or 16.7%, to $12.7
         million in the first quarter of 2002. Approximately 52% of the decline
         was attributed to the minerals segment and 48% to the environmental
         segment. Gross margin for the period was 22.1% compared to 23.4% in the
         previous year's period.

                  General, selling and administrative expenses remained
         relatively flat at $12.0 million. Increases in minerals, environmental
         and transportation segment expenses were offset by a decline in
         corporate costs. The Company increased its allocation of information
         technology expenses from its corporate segment to its operating
         segments in the 2002 period. This accounted for a majority of the
         decrease in corporate expenses.

                  Operating profit for the period was $623 thousand which was a
         decrease of $2.5 million, or approximately 80%, from the first quarter
         of 2001. The decline followed the decrease in sales and gross profit.

                  Investment income of $2.2 million in the first quarter of 2001
         was attributed to the temporary investment of the remaining proceeds
         from the sale of the absorbent polymers segment which was sold in June
         2000. The Company utilized these proceeds to reduce its long-term debt
         in September of 2001. Consequently, interest expense in the first
         quarter of 2002 declined by $679 thousand from the prior year quarter,
         or 88%, to $92 thousand. In the first quarter of 2001 the Company
         recorded a loss of $316 thousand due to the change in value of an
         interest rate swap contract. The loss was recognized under the new
         requirements of Statement on Financial Accounting Standards (SFAS) No.
         133, Accounting for Derivative Instruments and for Hedging Activities,
         and SFAS No. 138, Accounting for Certain Derivative Instruments and
         Certain Hedging Activities. The Company also reported a loss on the
         cumulative effect of a change in accounting principle of $182 thousand
         in the first quarter of 2001 that was associated with implementation of
         this accounting pronouncement.

                  The loss from discontinued operations reported in the first
         quarter of 2001 reflects the net loss incurred, after income taxes, in
         the UK metalcasting and cat litter businesses. The UK metalcasting and
         cat litter businesses were disposed of in the fourth quarter and first
         quarter of 2001, respectively.


                                       10

<PAGE>

                  Net income for the first quarter of $532 thousand compared
         with $2.7 million in the prior year period. The decline was primarily
         attributed to lower operating profit in the current year period and the
         net interest income realized in the prior year period.

<TABLE>
<CAPTION>
--------------------------------------------------------------------------------------
            Minerals                          Quarter Ended March 31,
                              --------------------------------------------------------
                                    2002              2001            2002 vs. 2001
----------------------------------------------- ------------------ -------------------
                                              (Dollars in Thousands)
----------------------------------------------- ------------------ -------------------
<S>                           <C>       <C>      <C>       <C>       <C>       <C>
Product sales                 $31,060    92.2%   $33,868    87.2%
Shipping revenue                2,630     7.8%     4,969    12.8%
                              -------   -----    -------   -----
Net sales                      33,690   100.0%    38,837   100.0%    (5,147)   (13.3%)
                              -------   -----    -------   -----
Cost of sales - product        25,491    75.7%    27,047    69.6%
Cost of sales - shipping        2,630     7.8%     4,969    12.8%
                              -------   -----    -------   -----
Cost of sales                  28,121    83.5%    32,016    82.4%
                              -------   -----    -------   -----
  Gross profit                  5,569    16.5%     6,821    17.6%    (1,252)   (18.4%)

General, selling and
    administrative expenses     3,352     9.9%     3,144     8.1%       208      6.6%
                              -------   -----    -------   -----     ------
  Operating profit              2,217     6.6%     3,677     9.5%    (1,460)   (39.7%)

--------------------------------------------------------------------------------------
</TABLE>

         The decrease in net sales was primarily attributed to lower pricing in
the pet products business, lower shipments to the domestic oil drilling market
and lower exports from the domestic minerals unit. Reduced gross profit from the
prior year period was caused by the decrease in sales.

         General, selling and administrative expenses increased primarily due to
increased information technology costs and increased research and market
development costs associated with the segment's health and beauty solutions
business.

<TABLE>
<CAPTION>
---------------------------------------------------------------------------------------
        Environmental                         Quarter Ended March 31,
                              ---------------------------------------------------------
                                     2002                2001           2002 vs. 2001
------------------------------------------------ -------------------- -----------------
                                               (Dollars in Thousands)
------------------------------------------------ -------------------- -----------------
<S>                           <C>        <C>      <C>        <C>       <C>         <C>
Product sales                 $17,220     93.1%   $18,869     93.8%
Shipping revenue                1,273      6.9%     1,244      6.2%
                              -------    -----    -------    -----
Net sales                      18,493    100.0%    20,113    100.0%    (1,620)    -8.1%
                              -------    -----    -------    -----
Cost of sales - product        10,919     59.0%    11,433     56.8%
Cost of sales - shipping        1,273      6.9%     1,244      6.2%
                              -------    -----    -------    -----
Cost of sales                  12,192     65.9%    12,677     63.0%
  Gross profit                  6,301     34.1%     7,436     37.0%    (1,135)   -15.3%
General, selling and
    administrative expenses     5,362     29.0%     4,756     23.6%       606     12.7%
                              -------    -----    -------    -----     ------
  Operating profit (loss)         939      5.1%     2,680     13.3%    (1,741)   -65.0%

---------------------------------------------------------------------------------------
</TABLE>

         The decline in sales was associated with lower revenues from the
segment's offshore and European business units. Gross profit decreased in
conjunction with lower sales and higher unit production costs at the European
business unit.

         General, selling and administrative expenses increased due to higher
information technology costs, additional marketing and promotion costs, and
increased research and development spending.


                                       11

<PAGE>


-------------------------------------------------------------------------------
       Transportation                     Quarter Ended March 31,
                            ---------------------------------------------------
                                 2002              2001           2002 vs. 2001
-------------------------------------------- ----------------- ----------------
                                           (Dollars in Thousands)
-------------------------------------------- ----------------- ----------------
Net sales                   $7,384   100.0%   $7,562   100.0%   $ (178)   (2.4%)
Cost of sales                6,601    89.4%    6,759    89.4%
                            ------   -----    ------   -----
  Gross profit                 783    10.6%      803    10.6%      (20)   (2.5%)
General, selling and
  administrative expenses      557     7.5%      496     6.6%       61    12.3%
                            ------   -----    ------   -----    ------
Operating profit               226     3.1%      307     4.1%      (81)  (26.4%)

-------------------------------------------------------------------------------

         Net sales declined due to lower customer shipments. Increased general,
selling and administrative expenses were associated with higher information
technology costs.

--------------------------------------------------------------------------------
                                                  Quarter Ended March 31,
                                         ---------------------------------------
                                           2002      2001        2002 vs. 2001
                                         -------- ----------- ------------------
                                                  (Dollars in Thousands)
------------------------------------------------- ----------- ------------------
Intersegment shipping sales              $(2,226)   $(2,134)
Intersegment shipping costs               (2,226)    (2,134)
                                         -------    -------
  Gross profit                                --         --
Corporate general, selling
  and administrative expenses              1,590      2,205      (615)   -27.9%
Nanocomposite business
  development expenses                     1,169      1,325      (156)   (11.8%)
                                         -------    -------      ----
Operating loss                            (2,759)    (3,530)      771    (21.8%)

--------------------------------------------------------------------------------

         Intersegment shipping sales and costs are related to billings from the
transportation segment to the domestic minerals and environmental segments for
services. These services are invoiced to the minerals and environmental segments
at arms-length rates and those costs are subsequently charged to customers.
Intersegment sales and costs reported above reflect the elimination of these
transactions.

         Approximately 50% of the lower corporate administrative expenses in the
current year period was associated with increased allocation of these costs to
the minerals, environmental and transportation segments. The remaining decrease
was attributed to lower personnel and legal costs.

         Nanocomposite business development expenses are comprised of
production, research and development and marketing costs. The 11.8% reduction in
expenses from the prior year quarter is associated with a restructuring of the
business that was implemented in the second quarter of 2001.

Liquidity and Capital Resources
-------------------------------

         Working capital was $70.5 million as of March 31, 2002 compared to
$70.0 million at December 31, 2001. The current ratio was 3.7-to-1 as of March
31, 2002 compared to 3.3-to-1 at December 31, 2001.

         For the three months ended March 31, 2002, cash flow from operating
activities was $3.2 million compared to $8.3 million for the prior year period.
Lower net income, a smaller decrease in current assets and a larger decrease in
current liabilities in the current year period were the primary reasons for
lower operating cash flow in the current year period. The Company invested $3.4
million in capital expenditures in the current year period compared to $1.4
million in the prior year period. A total of 175


                                       12

<PAGE>

thousand shares of the Company's common stock were repurchased at an aggregate
value of $1.1 million under the plan authorized by the Company's board of
directors in February 2001. Approximately $1.0 million remains in the stock
repurchase authorization as of March 31, 2002. Dividends paid in the first
quarter were $429 thousand. The Company received approximately $877 thousand
from employees, directors and officers upon exercise of stock options granted
under incentive and non-qualified plans.

         Outstanding debt as of March 31, 2002 was $15.5 million which was an
increase of $2.2 million from December 31, 2001. Cash totaled $8.5 million
compared to $10.3 million at December 31, 2001. Long-term debt represented 9.9%
of total capitalization as of March 31, 2002 compared to 8.6% as of December 31,
2001.

         The Company has a revolving credit facility of $125 million with
financial institutions that matures in October 2003. As of March 31, 2002 the
Company had approximately $110 million in unused, committed credit lines. The
credit facilities combined with funds generated from operations are expected to
be adequate to fund capital expenditures and other investments approved by the
board of directors at this time.

New Accounting Pronouncements
-----------------------------

         In July 2001, Statement of Financial Accounting Standards ("SFAS") No.
142, Goodwill and Intangible Assets, was issued. SFAS No. 142 applies to all
goodwill and identified intangible assets acquired in a business combination.
Under the new standard, all goodwill, including that acquired before initial
application of the standard, will no longer be amortized, but should be tested
for impairment at least annually. Identified intangible assets will continue to
be amortized over their estimated useful lives and reviewed for impairment in
accordance with SFAS No. 144. Within six months of initial application of the
new standard, a transitional impairment test must be performed on all goodwill.
Any impairment loss recognized as a result of the transitional impairment test
will be reported as a change in accounting principle. In addition to the
transitional impairment test, the required annual impairment test must also
performed in the year of adoption of SFAS No. 142. SFAS No. 142 is effective for
fiscal years beginning after December 15, 2001, and must be adopted as of the
beginning of a fiscal year. The Company adopted SFAS No. 142 effective January
1, 2002. The adoption of SFAS No. 142 had no impact on the financial statements.

         In June 2001, the FASB issued SFAS No. 143, "Accounting for Asset
Retirement Obligations" ("SFAS 143") which addresses financial accounting and
reporting for legal obligations associated with the retirement of tangible
long-lived assets and the related asset retirement costs. SFAS 143 requires that
the fair value of a liability for an asset retirement obligation be recognized
in the period in which it is incurred if a reasonable estimate of fair value can
be made. The fair value of the liability is added to the carrying amount of the
associated asset and this additional carrying amount is depreciated over the
life of the asset. Subsequent to the initial measurement of the asset retirement
obligation, the obligation is adjusted at the end of each period to reflect the
passage of time and changes in the estimated future cash flows underlying the
obligation. The Company is required to adopt SFAS No. 143 on January 1, 2003
Management is currently evaluating the impact of the adoption of SFAS 143 on the
Company's consolidated financial statements.


                                       13

<PAGE>

Forward-Looking Statements
--------------------------

         Certain statements made from time-to-time by the Company; including
statements in the Management's Discussion and Analysis section above, constitute
"forward-looking statements" made in reliance upon the safe harbor contained in
Section 21E of the Securities Exchange Act of 1934, as amended. Such
forward-looking statements include statements relating to the Company or its
operations that are preceded by terms such as "expects," "believes,"
"anticipates," "intends" and similar expressions, and statements relating to
anticipated growth, levels of capital expenditures, future dividends, and
expansion into global markets and the development of new products. Such
forward-looking statements are not guarantees of future performance and involve
risks and uncertainties. The Company's actual results, performance or
achievements could differ materially from the results, performance or
achievements expressed in, or implied by, these forward-looking statements as a
result of various factors, including, but not limited to, the actual growth in
the Company's various markets, utilization of the Company's plants, competition
in our business segments, operating costs, weather, currency exchange rates,
currency devaluations, delays in development, production and marketing of new
products, integration of acquired businesses, and other factors detailed from
time-to-time in AMCOL's annual report and other reports filed with the
Securities and Exchange Commission.

Item 3:  Quantitative and Qualitative Disclosure About Market Risk

         The information required by this item is provided in Footnote 5
"Derivative" under Item 1. There have been no material changes in the company's
market risk during the three months ended March 31, 2002. See disclosures as of
December 31, 2001 in the Form 10-K, Item 7A.

                           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 were filed during the quarter ended
                  March 31, 2002.


                                       14

<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:        May 7, 2002      /s/ Lawrence E. Washow
         ---------------      --------------------------------------------------
                                    Lawrence E. Washow
                                    President and Chief Operating Officer

Date:        May 7, 2002      /s/ Gary L. Castagna
         ---------------      --------------------------------------------------
                                    Gary L. Castagna
                                    Senior Vice President and Chief Financial
                                       Officer and Principal Accounting Officer


                                       15

<PAGE>

                                INDEX TO EXHIBITS

Exhibit
Number
------

3.1      Restated Certificate of Incorporation of the Company (5), as amended
         (10), as amended (16)
3.2      Bylaws of the Company (10)
4        Article Four of the Company's Restated Certificate of Incorporation
         (5), as amended (16)
10.1     AMCOL International Corporation 1983 Incentive Stock Option Plan (1);
         as amended (3)
10.3     Lease Agreement for office space dated September 29, 1986, between the
         Company and American National Bank and Trust Company of Chicago; (1)
         First Amendment dated June 2, 1994 (8); Second Amendment dated June 2,
         1997 (13)
10.4     AMCOL International Corporation 1987 Non-Qualified Stock Option Plan
         (2); as amended (6)
10.9     AMCOL International Corporation Dividend Reinvestment and Stock
         Purchase Plan (4); as amended (6)
10.10    AMCOL International Corporation 1993 Stock Plan, as amended and
         restated (10)
10.11    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); First Amendment to Credit Agreement dated September 25, 1995
         (9), Second Amendment to Credit Agreement dated March 28, 1996 (-),
         Third Amendment to Credit Agreement dated September 12, 1996 (11),
         Fourth Amendment to Credit Agreement dated December 15, 1998 (18) and
         Fifth Amendment to Credit Agreement dated May 26, 2000 (20)
10.15    AMCOL International Corporation 1998 Long-Term Incentive Plan (15), as
         amended (21)
10.17    Asset and Stock Purchase Agreement dated November 22, 1999 by and
         between the Registrant and BASF Aktiengesellschaft (19)
10.26    Employment Agreement dated March 15, 2002 by and between Registrant and
         Gary D. Morrison.
10.27    Employment Agreement dated March 15, 2002 by and between Registrant and
         Peter M. Maul.
10.28    Employment Agreement dated March 15, 2002 by and between Registrant and
         Gary Castagna.
10.29    Employment Agreement dated March 15, 2002 by and between Registrant and
         Ryan F. McKendrick.
10.30    Employment Agreement dated March 15, 2002 by and between Registrant and
         Lawrence E. Washow.
**       Portions of these exhibits have been omitted pursuant to a request for
         confidential treatment.

--------------------
(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 on 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.
(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.
(13)     Exhibit is incorporated by reference to the Registrant's Form 10-Q
         filed with the Securities and Exchange Commission for the quarter ended
         June 30, 1997.
(15)     Exhibit is incorporated by reference to the Registrant's Form S-8 (File
         333-56017) filed with the Securities and Exchange Commission on June 4,
         1998.
(16)     Exhibit is incorporated by reference to the Registrant's Form 10-Q
         filed with the Securities and Exchange Commission for the quarter ended
         June 30, 1998.
(18)     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, 1999.


                                       16

<PAGE>

(19)     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, 1999.
(20)     Exhibit is incorporated by reference to the Registrant's Form 10-Q
         filed with the Securities and Exchange Commission for the quarter ended
         June 30, 2000.
(21)     Exhibit is incorporated by reference to the Registrant's Form S-8 (File
         333-68664) filed with the Securities and Exchange Commission on August
         30, 2001.


                                       17