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 June 30, 2000
                                       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 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 August 11, 2000
(Common stock, $.01 par value)                                27,986,049
<PAGE>
                         AMCOL INTERNATIONAL CORPORATION

                                      INDEX


Part I - Financial Information


     Item 1 Financial Statements

            Condensed Consolidated Balance Sheets -
            June 30, 2000 and December 31, 1999                               1

            Condensed Consolidated Statements of Operations -
            six months and three months ended June 30, 2000 and 1999          2

            Condensed Consolidated Statements of Comprehensive Income -
            six months and three months ended June 30, 2000 and 1999          3

            Condensed Consolidated Statements of Cash Flows -
            six months ended June 30, 2000 and 1999                           4

            Notes to Condensed Consolidated Financial Statements              5


     Item 2 Management's  Discussion  and Analysis of Financial
            Condition  and Results of Operations                              6

     Item 3 Quantitative and Qualitative Disclosure About Market Risk        12

Part II - Other Information


     Item 4 Submission of Matters to a Vote of Security Holders              13

     Item 6 Exhibits and Reports on Form 8-K                                 13
<PAGE>
                     Part I, Item 1 - FINANCIAL INFORMATION
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                                 (In thousands)
                                     ASSETS

<TABLE>
<CAPTION>
                                                                            June 30,             December 31,
                                                                              2000                   1999
                                                                           (Unaudited)
Current assets:                                                                                        *
<S>                                                                       <C>                        <C>
     Cash                                                                 $   6,189                  $   3,954
     Cash equivalents                                                       240,571                          -
     Accounts receivable, net                                                61,577                     52,056
     Inventories                                                             31,437                     30,965
     Prepaid expenses                                                         4,380                      6,566
     Net assets from discontinued operations                                      -                     40,147
     Current deferred tax asset                                               6,344                      6,347
         Total current assets                                               350,498                    140,035

Investment in and advances to joint ventures                                 10,592                      9,111

Property, plant, equipment and mineral reserves                             193,849                    195,322
     Less accumulated depreciation                                          109,235                    106,062
                                                                             84,614                     89,260

Intangible assets, net                                                          369                        452
Net assets from discontinued operations                                           -                     80,046
Other long-term assets, net                                                   5,449                      5,047
                                                                          $ 451,522                  $ 323,951
</TABLE>

                      LIABILITIES AND STOCKHOLDERS' EQUITY

<TABLE>
<CAPTION>
Current liabilities:
<S>                                                                       <C>                        <C>
     Notes payable and current maturities of debt                         $      17                  $     509
     Accounts payable                                                        10,119                     10,776
     Accrued income taxes                                                   213,232                      2,301
     Accrued liabilities                                                     27,289                     21,394
         Total current liabilities                                          250,657                     34,980

Long-term debt                                                               60,047                     93,914

Deferred credits and other liabilities                                        9,612                      8,617

Stockholders' equity:
     Common stock                                                               320                        320
     Additional paid-in capital                                              78,288                     76,440
     Foreign currency translation adjustment                                 (2,370)                    (2,607)
     Retained earnings                                                       81,272                    142,270
     Treasury stock                                                         (26,304)                   (29,983)
                                                                            131,206                    186,440
                                                                          $ 451,522                  $ 323,951
</TABLE>

                  *Condensed from audited financial statements.
                 The accompanying notes are an integral part of
                     these condensed financial statements.
<PAGE>
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
                                 (In thousands)

<TABLE>
<CAPTION>
                                                  Six Months Ended June 30,            Three Months Ended June 30,
Continuing operations                             2000                1999               2000               1999

<S>                                              <C>               <C>               <C>                <C>
Net sales                                        $ 140,564         $ 147,900         $  71,986          $  77,265
Cost of sales                                      105,921           114,223            54,249             60,226
     Gross profit                                   34,643            33,677            17,737             17,039
General, selling and administrative
   expenses                                         26,068            30,515            13,071             15,092

     Operating profit                                8,575             3,162             4,666              1,947
Other income (expense):
     Investment income                               3,084                 -             3,084                 --
     Interest expense, net                          (1,417)           (1,952)             (832)              (994)
     Other income, net                                 (51)               48                 -                 29
                                                     1,616            (1,904)            2,252               (965)

     Income from continuing
         operations before income taxes
         and equity in income of joint
         ventures                                   10,191             1,258             6,918                982
Income taxes                                         3,929               436             2,811                352
     Income from continuing
         operations before equity in
income of joint ventures                             6,262               822             4,107                630
     Equity in income of
         joint ventures                                151               124                21                 58
     Income from continuing
         operations                                  6,413               946             4,128                688
Discontinued operations (Note 5)
     Income from operations of
         absorbent polymers segment
         (net of income taxes)                       7,766            12,542             4,314              7,061
     Gain on disposal of absorbent
         polymers segment (net of
         income taxes of $207,570)                 313,871                 -           313,871                  -
                                                   321,637            12,542           318,185              7,061
Extraordinary loss on early
     extinguishment of debt (net of
     income tax benefit of $238)                      (443)                -              (443)                 -
     Net income                                  $ 327,607         $  13,488         $ 321,870          $   7,749
</TABLE>

              The accompanying notes are an integral part of these
                        condensed financial statements.
<PAGE>
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (Unaudited)
           (In thousands, except number of shares and per share data)
                                   (continued)

<TABLE>
<CAPTION>
                                             Six Months Ended June 30,             Three Months Ended June 30,
                                              2000               1999                2000               1999

<S>                                         <C>                <C>               <C>                 <C>
Weighted average common shares              26,997,866         26,761,617        27,088,225          26,733,521
Weighted average common and
     common equivalent shares               27,509,216         27,070,269        27,583,451          27,141,612

Basic earnings per share
Continuing operations                     $        .24       $         .04     $         .15       $         .03
Discontinued operations
     From operations                               .29                 .47               .16                 .26
     Gain on sale                         $      11.63       $           -     $       11.59       $           -
                                          $      11.92       $         .47     $       11.75       $         .26
Extraordinary item                        $       (.02)      $           -     $        (.02)      $               --
Net income                                $      12.13       $         .50     $       11.88       $         .29

Diluted earnings per share
Continuing operations                     $        .23       $         .03     $         .15       $         .03
Discontinued operations
     From operations                      $        .28       $         .46     $         .16       $         .26
     Gain on sale                         $      11.41       $           -     $       11.38       $               --
                                          $      11.69       $         .46     $       11.54       $         .26
Extraordinary item                        $       (.02)      $           -     $        (.02)      $               --
Net income                                $      11.91       $         .50     $       11.67       $         .29
</TABLE>

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

<TABLE>
<CAPTION>
                                                  Six Months Ended June 30,            Three Months Ended June 30,
                                                  2000                1999               2000               1999
<S>                                              <C>                <C>               <C>                 <C>
Net income                                       $ 327,607          $ 13,488          $ 321,870           $7,749
Other comprehensive income:
  Foreign currency translation adjustment           (4,909)           (1,316)            (4,417)            (375)
  Reclassification adjustment for
     foreign currency losses included
     in net income                                   5,146                 -              5,146                -
  Comprehensive income                           $ 327,844          $ 12,172          $ 322,599           $7,374
</TABLE>

              The accompanying notes are an integral part of these
                         condensed financial statements.
<PAGE>
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                                 (In thousands)

<TABLE>
<CAPTION>
                                                                                    Six Months Ended
                                                                                        June 30,
                                                                             2000                      1999
Cash flow from operating activities:
<S>                                                                        <C>                       <C>
     Income from continuing operations                                     $   6,413                 $   946
     Adjustments to reconcile income from continuing
       operations to net cash provided by operating activities:
         Depreciation, depletion, and amortization                             8,898                   9,769
         Other                                                                   909                   2,023
         (Increase) decrease in current assets                                (1,045)                  3,610
         Increase (decrease) in current liabilities                            2,164                  (4,283)

         Net cash provided by operating activities of
              continuing operations                                           17,339                  12,065
         Net cash provided by discontinued operations                            665                   1,345

Cash flow from investing activities:
     Acquisition of land, mineral reserves,
        depreciable and intangible assets                                     (6,732)                 (9,554)
     Net proceeds from sale of absorbent polymers segment                    648,815                       -
     Other                                                                       599                  (3,993)

         Net cash provided by (used in) investing activities                 642,682                 (13,547)

Cash flow from financing activities:
     Net change in outstanding debt                                          (34,359)                  6,452
     Dividends paid                                                           (3,776)                 (3,476)
     Partial liquidation distribution                                       (384,829)                      -
     Early extinguishment of debt                                               (443)                      -
     Treasury stock transactions                                               5,527                  (1,671)

         Net cash provided by (used in) financing activities                (417,880)                  1,305

Net increase in cash and cash equivalents                                    242,806                   1,168

Cash and cash equivalents at beginning of period                               3,954                   6,206

Cash and cash equivalents at end of period                                 $ 246,760                 $ 7,374

Supplemental disclosure of cash flow information

Actual cash paid for:
     Interest                                                              $   3,913                 $ 3,315

     Income taxes                                                          $   9,460                 $ 8,973
</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,  1999,  has been  prepared  by
management  without  audit by  independent  certified  public  accountants.  The
condensed  consolidated  balance sheet as of December 31, 1999, has been derived
from  and  does  not  include  all  the  disclosures  contained  in the  audited
consolidated  financial  statements  for the year ended  December 31, 1999.  The
information  furnished herein includes all adjustments which are, in the opinion
of  management,  necessary for a fair  statement of the  financial  position and
operating  results of the interim  periods,  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  1999 Form 10-K,  which
accompanies the 1999 Corporate Report.

     The results of operations for the six-month period ended June 30, 2000, are
not necessarily indicative of the results to be expected for the full year.

Note 2: INVENTORIES

     Inventories  at June 30, 2000 have been valued using the same methods as at
December 31, 1999. The  composition of inventories at June 30, 2000 and December
31, 1999, was as follows:

<TABLE>
<CAPTION>
                                                                         June 30, 2000             December 31, 1999
<S>                                                                         <C>                      <C>
Crude stockpile and in-process inventories                                  $  18,008                $   19,099
Other raw material, container and supplies inventories                         13,429                    11,866
                                                                              $31,437                $   30,965
</TABLE>

Note 3: EARNINGS PER SHARE

     Basic earnings per share is computed by dividing net income by the weighted
average  number of common  shares  outstanding.  Diluted  earnings  per share is
computed  by  dividing  the net income by the  weighted  average  common  shares
outstanding  after  consideration  of  the  dilutive  effect  of  stock  options
outstanding during each period. The number of options outstanding increased from
approximately  1.1 million to approximately  6.3 million with the closing of the
sale of the absorbent  polymers segment.  The dilutive impact of options will be
more significant in the future as a result.

<TABLE>
<CAPTION>
                                               Six months ended June 30                Three months ended June 30
                                               2000                1999                 2000                1999
Weighted average common
<S>                                          <C>                 <C>                  <C>                 <C>
     shares outstanding - Basic              26,997,866          26,761,617           27,088,225          26,733,521
Assumed exercise of stock options               511,350             308,652              495,226             408,091
Weighted average common
     shares outstanding - Diluted            27,509,216          27,070,269           27,583,451          27,141,612
</TABLE>
<PAGE>
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                           (Unaudited) (In thousands)
                                   (continued)

Note 4: 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.  As of June 30, 2000,  derivatives
outstanding  were related to foreign  currency hedging and an interest rate swap
with a notional amount on $15 million of the outstanding revolving credit.

Note 5: DISCONTINUED OPERATIONS

     In 1999,  the Company  announced  that it had entered  into an agreement to
sell its absorbent  polymers  segment to BASF AG, subject to the approval of the
Company's shareholders. The Company's shareholders approved the sale transaction
at a special  meeting  held on May 25,  2000,  and  accordingly,  the  absorbent
polymers  segment is reported as a  discontinued  operation in the  accompanying
condensed  consolidated  financial statements as of and for the six months ended
June 30,  2000.  The  condensed  consolidated  financial  statements  have  been
reclassified  to report  separately the net assets and operating  results of the
absorbent polymers segment for all periods presented.

     The transaction  closed on June 1, 2000, at which time the Company received
proceeds of approximately  $656.5 million. The sale resulted in a pretax gain of
approximately  $534.0 million ($313.9 million after income taxes), which was net
of estimated  costs to be incurred in connection  with the sale.  The Company is
currently negotiating the final settlement of certain working capital items, and
expects to resolve  these matters  during the third quarter of 2000.  Provisions
have been made for estimated working capital adjustments in determining the gain
on sale.  Substantially  all of the net proceeds from the sale  transaction were
distributed to the Company's shareholders on June 30, 2000.

     Summary operating results of the absorbent polymers segment for the six and
three months ended June 30, 2000 and 1999 were as follows:

<TABLE>
<CAPTION>
                                    Six months ended June 30,*                    Three months ended June 30,*
                                      2000                   1999                    2000                   1999
<S>                                <C>                   <C>                      <C>                    <C>
Net sales                          $86,000               $123,325                 $35,390                $64,678
Operating profit                    12,436                 21,500                   6,096                 11,973
Income taxes                         3,920                  7,083                   1,653                  3,976
Net income                           7,766                 12,542                   4,314                  7,061

<FN>
*The 2000 information is for five and two months, respectively.
</FN>
</TABLE>

<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 the  Company's
financial  position and  operating  results  during the periods  included in the
accompanying condensed consolidated financial statements.

Six Months Ended June 30, 2000 vs. 1999

     Net sales from continuing  operations  decreased by $7.3 million,  or 5.0%,
while gross profit  increased by $1.0 million,  or 2.9%,  and  operating  profit
increased  by $5.4  million,  or 171.2%.  General,  selling  and  administrative
expenses were $4.4 million,  or 14.6%, lower than the previous year.  Investment
income related to the proceeds from the sale of the absorbent  polymers  segment
amounted  to $3.1  million  for 2000.  Net  interest  expense  decreased  by $.5
million,  or 27.4%,  as a result of lower  average debt levels.  Net income from
continuing  operations  was $6.4 million  compared with $.9 million in the prior
year period,  an increase of $5.5 million.  Earnings from continuing  operations
were $.23 per diluted share for the 2000 period,  compared with $.03 per diluted
share  for  the  prior-year  period  on  1.6%  higher  weighted  average  shares
outstanding.  The investment income, net of taxes,  amounted to $.07 per diluted
share, or approximately 35% of the improvement.

     On June  1,  2000,  the  absorbent  polymers  segment  was  sold to BASF AG
resulting  in a net gain of $313.9  million,  or $11.41 per diluted  share.  The
results of operations for the polymer  segment prior to disposition  amounted to
$7.8 million,  net of taxes, for the 2000 period compared to $12.5 million,  net
of taxes,  in the  prior-year  period.  This  equated to $.28 per diluted  share
compared  with $.46 per diluted  share in 1999.  The 2000  results were for five
months  compared  to six months  for 1999.  An  extraordinary  net charge of $.4
million,  or  $.02  per  diluted  share,  was  incurred  in 2000  for the  early
extinguishment of long-term debt.

     A brief discussion by business segment follows:

<TABLE>
<CAPTION>
                                                              Six Months Ended June 30,
                                           2000                        1999                      2000 vs. 1999
Minerals                                                     (Dollars in Thousands)       $ Change            % Change
<S>                                <C>             <C>         <C>             <C>         <C>                  <C>
Net sales                          $81,130         100.0%      $ 77,690        100.0%      $  3,440             4.4%
Cost of  sales                       63,253         78.0%        60,979         78.5%
   Gross profit                      17,877         22.0%        16,711         21.5%         1,166             7.0%
General, selling and
   administrative expenses            7,731          9.5%         9,025         11.6%        (1,294)          (14.3%)
   Operating profit                  10,146         12.5%         7,686          9.9%         2,460            32.0%
</TABLE>

     Sales  increased by $3.4  million,  or 4.4%,  from the  prior-year  period.
Stronger  international  sales,  with  the  exception  of  the  U.K.  operation,
accounted for the majority of the improvement.  Gross profit margins improved by
50 basis points, or 2.3%. General, selling and administrative expenses were $1.3
million,  or 14.3%, lower than the prior-year period.  Reduced general,  selling
and  administrative  expenses in the United  Kingdom and lower domestic bad debt
provisions accounted for much of the change.
<PAGE>
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                                   (Continued)

<TABLE>
<CAPTION>
                                                              Six Months Ended June 30,
                                           2000                        1999                      2000 vs. 1999
Environmental                                                (Dollars in Thousands)       $ Change            % Change
<S>                                <C>             <C>         <C>             <C>         <C>                <C>
Net sales                          $ 42,902        100.0%      $ 53,879        100.0%      $(10,977)          (20.4%)
Cost of  sales                       27,902         65.0%        38,740         71.9%
   Gross profit                      15,000         35.0%        15,139         28.1%          (139)           (0.9%)
General, selling and
   administrative expenses            9,634         22.5%        13,024         24.2%        (3,390)          (26.0%)
   Operating profit                   5,366         12.5%         2,115          3.9%         3,251           153.7%
</TABLE>

     Sales decreased by $11.0 million, or 20.4%.  Approximately 73% of the sales
decrease was related to businesses  divested in 1999. Weakness in sales from the
U.K.  operation  accounted for the balance of the sales decrease.  Sales for the
U.S.  operations were higher in all sectors,  with the exception of geosynthetic
clay liners and exports.  Gross profit margins improved by 690 basis points,  or
24.6%, primarily as a result of the divestitures of businesses in 1999. General,
selling  and  administrative  expenses  decreased  by $3.4  million,  or  26.0%,
reflecting  the  results  of the  divestitures  and cost  reduction  initiatives
instituted in 1999.

<TABLE>
<CAPTION>
                                                              Six Months Ended June 30,
                                           2000                        1999                      2000 vs. 1999
Transportation                                               (Dollars in Thousands)       $ Change            % Change
<S>                                <C>             <C>         <C>             <C>         <C>                  <C>
Net sales                          $ 16,532        100.0%      $ 16,329        100.0%      $    203             1.2%
Cost of  sales                       14,766         89.3%        14,502         88.8%
   Gross profit                       1,766         10.7%         1,827         11.2%           (61)           (3.3%)
General, selling and
   administrative expenses            1,037          6.3%         1,052          6.4%           (15)           (1.4%)
   Operating profit                     729          4.4%           775          4.8%           (46)           (5.9%)
</TABLE>

     Revenues  increased $.2 million,  or 1.2%. Gross profit margins declined by
50 basis points, or 4.5%, primarily as a result of higher fuel costs.

<TABLE>
<CAPTION>
                                                              Six Months Ended June 30,
                                           2000                        1999                      2000 vs. 1999
Corporate                                                    (Dollars in Thousands)       $ Change            % Change
General, selling and
<S>                                <C>                         <C>                         <C>                  <C>
   administrative expenses         $  7,666                    $  7,414                    $    252             3.4%
   Operating loss                    (7,666)                     (7,414)                       (252)            3.4%
</TABLE>

     Corporate costs include management  information  systems,  human resources,
investor relations and corporate communications, corporate finance and corporate
governance.  The start-up of the nanocomposite  business is also included in the
corporate costs. The $.3 million,  or 3.4%, increase in costs is attributable to
increased investments in nanocomposite business development.
<PAGE>
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                                   (Continued)

Three Months Ended June 30, 2000 vs. 1999

     Net sales from continuing  operations  decreased by $5.3 million,  or 6.8%,
while gross profit  increased  by $.7 million,  or 4.1%,  and  operating  profit
increased  by $2.7  million,  or 139.7%.  General,  selling  and  administrative
expenses decreased by $2.0 million,  or 13.4%.  Investment income related to the
proceeds  from the  sale of the  absorbent  polymers  segment  amounted  to $3.1
million.  Net interest  expense  decreased by $.2 million,  or 16.3%. Net income
from  continuing  operations  amounted to $4.1  million in 2000  compared to $.7
million in 1999. Earnings from continuing operations were $.15 per diluted share
for the 2000 quarter,  compared  with $.03 per diluted share for the  prior-year
quarter on 1.6% higher  weighted  average  shares  outstanding.  The  investment
income,  net of taxes,  amounted to $.07 per diluted share, or approximately 58%
of the improvement.

     On June  1,  2000,  the  absorbent  polymers  segment  was  sold to BASF AG
resulting  in a net gain of $313.9  million,  or $11.38 per diluted  share.  The
results of operations for the polymer  segment prior to disposition  amounted to
$4.3 million, net of taxes, for the 2000 period compared to $7.1 million, net of
taxes, in the prior-year period. This equated to $.16 per diluted share compared
with  $.26 per  diluted  share in 1999.  The 2000  results  were for two  months
compared to three months for 1999. An  extraordinary  net charge of $.4 million,
or $.02 per diluted share, was incurred in 2000 for the early  extinguishment of
long-term debt.

     A brief discussion by business segment follows:

<TABLE>
<CAPTION>
                                                             Three Months Ended June 30,
                                           2000                        1999                      2000 vs. 1999
Minerals                                                     (Dollars in Thousands)       $ Change            % Change
<S>                                <C>             <C>         <C>             <C>         <C>                  <C>
Net sales                          $ 38,922        100.0%      $ 38,081        100.0%      $    841             2.2%
Cost of  sales                       30,413         78.1%        30,026         78.9%
   Gross profit                       8,509         21.9%         8,055         21.1%           454             5.6%
General, selling and
   administrative expenses            3,887         10.0%         4,381         11.5%          (494)          (11.3%)
   Operating profit                   4,622         11.9%         3,674          9.6%           948            25.8%
</TABLE>

     Sales increased by $.8 million,  or 2.2%, over the prior-year  period.  The
improvement  in sales was  attributable  to the Asian  businesses.  Gross profit
margins   improved  by  80  basis  points,   or  3.7%.   General,   selling  and
administrative expenses decreased by $.5 million, or 11.3%.
<PAGE>
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                                   (Continued)

<TABLE>
<CAPTION>
                                                             Three Months Ended June 30,
                                           2000                        1999                      2000 vs. 1999
Environmental                                                (Dollars in Thousands)       $ Change            % Change
<S>                                <C>             <C>         <C>             <C>         <C>                <C>
Net sales                          $ 24,467        100.0%      $ 30,697        100.0%      $ (6,230)          (20.3%)
Cost of  sales                       16,167         66.1%        22,662         73.8%
   Gross profit                       8,300         33.9%         8,035         26.2%           265             3.3%
General, selling and
   administrative expenses            4,980         20.4%         6,642         21.6%        (1,662)          (25.0%)
   Operating profit                   3,320         13.5%         1,393          4.6%         1,927           138.3%
</TABLE>

     Sales decreased by $6.2 million,  or 20.3%.  Approximately 63% of the sales
decrease was related to businesses  divested in 1999. Weakness in sales from the
U.K.  operation  accounted for the balance of the sales decrease.  Sales for the
U.S.  operations were higher in all sectors,  with the exception of geosynthetic
clay liners and exports.  Gross profit margins improved by 770 basis points,  or
29.4%, primarily as a result of the divestitures of businesses in 1999. General,
selling  and  administrative  expenses  decreased  by $1.7  million,  or  25.0%,
reflecting  the  results  of the  divestitures  and cost  reduction  initiatives
instituted in 1999.

<TABLE>
<CAPTION>
                                                             Three Months Ended June 30,
                                           2000                        1999                      2000 vs. 1999
Transportation                                               (Dollars in Thousands)       $ Change            % Change
<S>                                <C>             <C>         <C>             <C>         <C>                  <C>
Net sales                          $  8,597        100.0%      $  8,485        100.0%      $    112             1.3%
Cost of  sales                        7,669         89.2%         7,536         88.8%
   Gross profit                         928         10.8%           949         11.2%           (21)           (2.2%)
General, selling and
   administrative expenses              522          6.1%           522          6.2%             -               -%
   Operating profit                     406          4.7%           427          5.0%           (21)           (4.9%)
</TABLE>

     Revenues  increased 1.3%,  while gross margins declined by 40 basis points,
or 3.6%, as a result of higher fuel costs.

<TABLE>
<CAPTION>
                                                             Three Months Ended June 30,
                                           2000                        1999                      2000 vs. 1999
Corporate                                                    (Dollars in Thousands)       $ Change            % Change
General, selling and
<S>                                <C>                         <C>                         <C>                  <C>
   administrative expenses         $  3,682                    $  3,547                    $    135             3.8%
   Operating income (loss)           (3,682)                     (3,547)                       (135)            3.8%
</TABLE>

     Higher expenditures for nanocomposite  business  development  accounted for
the 3.8% increase in corporate costs.
<PAGE>
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                                   (Continued)

Liquidity and Capital Resources

     At June 30,  2000,  the  Company  had  outstanding  debt of  $60.1  million
(including  both  long- and  short-term  debt),  cash of $6.2  million  and cash
equivalents  of $240.6  million,  compared  with $94.4  million in debt and $4.0
million in cash at December 31, 1999.  The cash  equivalents  of $240.6  million
primarily  relate  to the  proceeds  from  the  sale of the  absorbent  polymers
segment. Accrued income taxes related to the transaction totaled $209.3 million.
The Company  currently  intends to use the difference of $31.3 million to reduce
debt. On a proforma basis,  net debt would be $22.6 million.  The long-term debt
(on a proforma basis) would thus represent 17.9% of total capitalization at June
30, 2000, compared with 33.5% at December 31, 1999.

     The  Company  had a  current  ratio of  1.40-to-1  at June 30,  2000,  with
approximately  $99.9 million in working  capital,  compared  with  2.64-to-1 and
$101.8 million,  respectively,  at December 31, 1999. The proforma current ratio
at June 30, 2000, excluding cash equivalents and accrued income taxes related to
the sale of the absorbent polymers segment, was 2.66-to-1,  with working capital
of $68.6 million.

     During the first six months of 2000, the Company generated $17.3 million in
cash from  continuing  operations,  compared with $12.1 million for the previous
year six-month  period.  The Company paid dividends of $3.8 million and acquired
property,  plant and equipment and intangible assets totaling $6.7 million.  The
Company  received  $648.8 million in net proceeds from the sale of the absorbent
polymers segment. From these proceeds, the Company distributed $384.8 million to
its shareholders and repaid debt totaling approximately $34.4 million.

     The Company had  approximately  $73.5 million in unused,  committed  credit
lines at June 30,  2000.  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.  On August 2, the board of
directors declared a quarterly cash dividend of $.01 per share.

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, expansion
into global markets and the  development of new products.  Such  forward-looking
statements are not guarantees of future performance and involve
<PAGE>
                AMCOL INTERNATIONAL CORPORATION AND SUBSIDIARIES
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                                   (Continued)

Forward-Looking Statements (continued)

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
AMCOL's  various  markets,  utilization  of AMCOL's  plants,  competition in the
minerals  segments,  operating  costs, raw material  prices,  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 4 "Derivative
Financial Instruments and Market Risks" under Item I.


<PAGE>

PART II - OTHER INFORMATION

Item 4: Submission of Matters to a Vote of Security Holders

     (a)  The Annual  Stockholders  Meeting of the  Company  was held on May 11,
          2000.

     (b)  At the Annual  Stockholders  Meeting,  the  Stockholders  voted on the
          following  uncontested matters:  each nominee for director was elected
          by a vote of the Stockholders;  and each matter was approved by a vote
          of the Stockholders as follows:

          1.   Election of the below-named Nominees of the Board of Directors of
               AMCOL International Corporation:

<TABLE>
<CAPTION>
                                                           For                         Withheld
<S>                                                        <C>                            <C>
               Robert E. Driscoll, III                     24,009,210                     263,514
               C. Eugene Ray                               24,007,367                     265,411
               Dale E. Stahl                               24,009,264                     263,514
</TABLE>

          2.   Ratification   of   Appointment   of  KPMG  LLP  as   independent
               accountants for the Company for its 2000 fiscal year.

               For                        Against                      Abstain
               24,251,965                 13,388                       7,425

     (c)  A Special Meeting of Stockholders was held on May 25, 2000.

     (d)  At the Special  Stockholders  Meeting,  the Stockholders  voted on the
          following  uncontested matters:  approval of the sale of the absorbent
          polymers  segment to BASF AG;  approval of  amendments to AMCOL's 1993
          Stock Plan and 1998  Long-Term  Incentive  Plan; and both matters were
          approved by a vote of the Stockholders as follows:

          1.   Approve the sale of the absorbent polymers segment to BASF AG.

               For                        Against                      Abstain
               21,595,042                 129,751                       85,629


          2.   Approve  amendments  to the 1993  Stock  Plan and 1998  Long-Term
               Incentive Plan.

               For                        Against                      Abstain
               20,103,208               1,490,504                      216,711


<PAGE>
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 June
          30, 2000.
<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:    August 14, 2000      /s/ Lawrence E. Washow
                              Lawrence E. Washow
                              President and Chief Executive Officer



Date:    August 14, 2000      /s/ Paul G. Shelton
                              Paul G. Shelton
                              Senior Vice President and Chief Financial Officer
<PAGE>
                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>
Exhibit
Number
<S>        <C>
   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)
   10.7    Change in Control Agreement dated February 16, 1998, by and between Registrant and Lawrence E. Washow
           (14)
   10.8    Change in Control Agreement dated April 1, 1997, by and between Registrant and Peter L. Maul (12)
   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); as amended, First Amendment to Credit Agreement dated September 25, 1995 (9), as
           amended, 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.
  10.16    Change in Control Agreement dated February 4, 1999 by and between Registrant and Ryan F. McKendrick (17)
  10.17    Asset and Stock Purchase Agreement dated November 22, 1999 by and between the Company and BASF
           Aktiengesellschaft (19)
  10.18    Change in Control Agreement dated March 31, 2000 by and between Registrant and Frank B. Wright, Jr.
  10.19    Change in Control Agreement dated April 1, 2000, by and between Registrant and Paul G. Shelton.
  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 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.
   (12)    Exhibit is incorporated by reference to the Registrant's Form 10-Q filed with the Securities and
           Exchange Commission for the quarter ended March 31, 1997.
   (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.

<PAGE>

   (14)    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, 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.
   (17)    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, 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.
  (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 March 31, 2000.
</TABLE>