SECURITIES AND EXCHANGE COMMISSION
                            Washington, D. C.  20549

                                    FORM 10-Q


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


                     For the Quarter Ended December 29, 1996

                         Commission File Number 0-12948


                               CHEMFAB CORPORATION
             (Exact name of registrant as specified in its charter)


              Delaware                                   03-0221503
          (State or other jurisdiction of              (I.R.S. Employer
          incorporation or organization)               Identification No.)

          701 Daniel Webster Highway 
          Merrimack, New Hampshire                       03054
    (Address of principal executive office)            (Zip Code)


          Registrant's telephone number including
          area code:                                   (603) 424-9000


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 January 31, 1997
     Common Stock, $ .10 par value                      8,104,798 shares


                               CHEMFAB CORPORATION
                                      INDEX


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

   Item 1 -    Financial Statements
               --------------------

                   Consolidated Balance Sheets at December           3 -  4  
                   29, 1996 and June 30, 1996

                   Consolidated Statements of Income for               5  
                   the Three Months and Six Months Ended 
                   December 29, 1996 and December 31, 1995

                   Consolidated Statements of Cash Flows               6
                   for the Six Months Ended December 29, 1996
                   and December 31, 1995

                   Notes to Consolidated Financial Statements        7 -  8

   Item 2 -    Management's Discussion and Analysis of               8 - 12
               ---------------------------------------
               Financial Condition and Results of Operations
               ---------------------------------------------

Part II - Other Information: 

   Item 4 -    Submission of Matters to a Vote of Security Holders  12 - 13     
               ---------------------------------------------------

   Item 6(a) - Exhibits                                             12 - 13
               --------                                               

               10(b)(11) $20,000,000 Credit Agreement by
               and between Chemfab Corporation as borrower
               and The First National Bank of Boston and the 
               Bank of Ireland as lenders.

   Item 6(b) - Reports on Form 8-K                                     13
               -------------------

   Signatures                                                          14


            PART I - FINANCIAL INFORMATION
            ------------------------------

                 CHEMFAB CORPORATION
             CONSOLIDATED BALANCE SHEETS

                                                 Dec. 29,           June 30,
                                                  1996               1996
                                               -----------        ----------- 
                                               (Unaudited)
Current assets:
   Cash and cash equivalents                  $  5,416,000        $ 5,017,000
   Receivables:
     Trade                                      17,449,000         17,797,000
     Other                                         448,000            185,000
   Costs and estimated earnings in excess of 
     billings on uncompleted contracts           1,038,000            886,000
   Inventories                                  15,395,000         13,622,000
   Prepaid expenses, and other                   1,561,000          1,246,000
   Deferred tax assets                             732,000            795,000
                                                ----------         ----------

   Total current assets                         42,039,000         39,548,000

               
Property, plant and equipment at cost           42,127,000         40,013,000
  Less accumulated depreciation
    and amortization                            21,238,000         19,473,000
                                                ----------         ----------

   Net property, plant and equipment            20,889,000         20,540,000

Goodwill, net                                   11,412,000         11,084,000
Other assets                                     2,663,000          2,490,000
                                                ----------         ----------
Total assets                                  $ 77,003,000       $ 73,662,000
                                                ==========         ==========

           See accompanying Notes to Consolidated Financial Statements





                 CHEMFAB CORPORATION
             CONSOLIDATED BALANCE SHEETS


                                                  Dec. 29,           June 30,
                                                   1996               1996
                                                -----------        -----------
                                                (Unaudited)
Current liabilities:
  Accounts payable and accrued
    expenses                                  $  8,793,000       $  9,502,000
  Accrued income taxes                           1,937,000          1,441,000
  Billings in excess of costs and 
    estimated earnings on
    uncompleted contracts                          284,000            313,000
                                                ----------         ----------
  Total current liabilities                     11,014,000         11,256,000


Long - term debt                                     -              2,377,000
Deferred tax liabilities                         1,530,000          1,524,000

Shareholders' equity:
  Preferred stock, par value $.50:
     authorized - 1,000,000 shares,
     none issued                                     -                  -
  Common stock, par value $.10:
    authorized - 15,000,000 shares;
    issued - 8,283,889 at Dec. 29, 1996
    and 8,085,607 at June 30, 1996                 828,000            809,000
  Additional paid-in capital                    20,137,000         18,314,000
  Retained earnings                             44,823,000         40,998,000
  Treasury stock, at cost,
     (205,904 shares at Dec. 29, 1996 
      and 95,938 at June 30,1996)               (2,393,000)         (943,000)
  Foreign currency translation
     adjustment                                  1,064,000          (673,000)
                                                ----------         ----------

  Total shareholders' equity                    64,459,000         58,505,000
                                                ----------         ----------

Total liabilities and shareholders'           $ 77,003,000       $ 73,662,000
                                                ==========         ==========


           See accompanying Notes to Consolidated Financial Statements

<TABLE>
<S><C>
                               CHEMFAB CORPORATION
                       CONSOLIDATED STATEMENTS OF INCOME
                                  (Unaudited)





                                          Three Months Ended                     Six Months Ended
                                    -------------------------------      ------------------------------
                                    Dec. 29, 1996     Dec. 31, 1995      Dec. 29, 1996    Dec. 31, 1995
                                    -------------     -------------      -------------    -------------
Net sales                            $ 22,127,000      $ 20,885,000       $ 42,065,000     $ 39,351,000
Cost of sales                          14,669,000        13,943,000         27,860,000       26,510,000
                                       ----------        ----------         ----------       ----------
Gross profit                            7,458,000         6,942,000         14,205,000       12,841,000
Selling, general and
   administrative expenses              3,832,000         3,621,000          7,516,000        6,882,000
Research and development expenses         663,000           571,000          1,225,000        1,116,000
Other (income) expense, net              (111,000)           31,000           (132,000)          30,000
Interest expense                            6,000           157,000             82,000          339,000
Interest income                           (53,000)          (59,000)          (100,000)        (103,000)
                                       ----------        ----------         ----------       ----------

Income before income taxes              3,121,000         2,621,000          5,614,000        4,577,000

Provision for income taxes                996,000           800,000          1,789,000        1,397,000
                                       ----------        ----------         ----------       ----------    

Net income                            $ 2,125,000      $  1,821,000       $  3,825,000     $  3,180,000
                                       ==========        ==========         ==========       ==========

Weighted average common and
 common equivalent shares               8,246,000         8,211,000          8,248,000        8,169,000
                                       ==========        ==========         ==========       ==========

Earnings per common share                   $0.26             $0.22              $0.46            $0.39
                                            =====             =====              =====            =====

   See accompanying Notes to Consolidated Financial Statements.

</TABLE>
                      

                      
                      CHEMFAB CORPORATION
             CONSOLIDATED STATEMENTS OF CASH FLOWS
                          (Unaudited)

                                                        Six Months Ended
                                                        ----------------
                                                Dec. 29, 1996      Dec.31, 1995
                                                -------------      ------------
Cash flows from operating activities:

  Net income                                    $   3,825,000     $   3,180,000

  Adjustments to reconcile net income to net
   cash provided by operating activities:
     Depreciation and amortization                  2,125,000         1,992,000

     Change in assets and liabilities:
       Receivables                                    651,000           594,000
       Costs and estimated earnings in excess
         of billings on uncompleted contracts        (181,000)         (567,000)
       Inventories                                 (1,321,000)         (748,000)
       Prepaid expenses and other                    (283,000)          178,000
       Other assets long-term                        (227,000)         (139,000)
       Accounts payable and accrued expenses       (1,044,000)         (270,000)
       Accrued income taxes                           354,000        (1,169,000)
       Deferred tax assets and liabilities             69,000          (105,000)
                                                 ------------      ------------
       Total adjustments                              143,000          (234,000)
                                                 ------------      ------------

    Net cash provided by operating activities       3,968,000         2,946,000


Cash flows from investing activities:
  Capital expenditures (net)                       (1,492,000)       (1,399,000)
                                                 ------------      ------------

    Net cash used in investing activities          (1,492,000)       (1,399,000)

Cash flows from financing activities:
  Proceeds from exercise of stock options           1,843,000           812,000
  Repayment of long-term debt                      (2,447,000)       (2,309,000)
  Purchase of treasury shares                      (1,450,000)                0
                                                 ------------      ------------
                                                                   
    Net cash used in financing activities         (2,054,000)        (1,497,000)


Effect of exchange rate changes on cash              (23,000)           (30,000)
                                                 -----------       ------------

Net  increase in cash and cash equivalents           399,000             20,000

Cash and cash equivalents at beginning of year     5,017,000          3,780,000
                                                 -----------       ------------

Cash and cash equivalents at end of period      $  5,416,000      $   3,800,000
                                                 ===========       ============

Interest paid                                   $    106,000      $     169,000
Income taxes paid                               $    928,000      $   2,317,000
                                                           
                                                    
       See accompanying notes to the Consolidated Financial Statements



          NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1    The  consolidated  financial statements  of  Chemfab  Corporation (the
          Company) included  in this report reflect  all adjustments (consisting
          of  only  normally  recurring  accruals)  which,  in  the  opinion  of
          management, are necessary for a fair presentation of the  consolidated
          financial position  at December  29, 1996  and June 30,  1996 and  the
          consolidated  statements of income for the three months and six months
          ended December 29,  1996 and  December 31, 1995  and the  consolidated
          statements  of cash flows  for the six months  ended December 29, 1996
          and December 31,  1995.  The  unaudited results of operations  for the
          interim periods reported  are not necessarily indicative of results to
          be expected for the year.

          Certain  notes and  other information have  been condensed  or omitted
          from these  interim financial statements.   The statements, therefore,
          should  be  read  in   conjunction  with  the  consolidated  financial
          statements  and  related notes  included  in  the Chemfab  Corporation
          Annual Report on Form  10-K for the year ended June 30, 1996 (file no.
          0-12948).


Note 2    Inventories consist of the following:

                                      December 29, 1996         June 30,1996
                                      -----------------         ------------

           Finished Goods                $ 5,441,000              $5,112,000
           Work in Process                 5,313,000               4,602,000
           Raw Materials                   4,641,000               3,908,000
                                          __________              __________
                                         $15,395,000             $13,622,000
                                         ===========             ===========

  
Note 3   In  connection with  obtaining  incentive grants  from  the  Industrial
         Development Authority  of Ireland to  subsidize certain investments  in
         plant  and  equipment  in  Ireland,  the  Company's  Irish  subsidiary,
         Chemfab  Europe, has agreed to restrict repatriation  of Pounds 410,000
         Irish  pounds  (U.S.  $680,000)  of  its  retained  earnings  to   fund
         repayment  of the grants in  the event of default  under the agreement.
         Chemfab Corporation  has also  provided a  parent company  guarantee in
         the  event  that  the  subsidiary's  equity,   so  restricted,  is  not
         sufficient to repay any amount due.

         Various lawsuits and claims are pending  or have been asserted  against
         the Company, including matters previously  disclosed by the  Company in
         its Form 10-K for the  year ended June 30, 1996.  Although the  outcome
         of such  matters cannot be predicted  with certainty  and some lawsuits
         or  claims may be  disposed of  unfavorably to  the Company, management
         believes their  disposition, to  the extent  not covered  by insurance,
         will not  have a  material adverse  effect on  the Company's  financial
         condition and results of operations.

Note 4   All reported share data  has been adjusted  to reflect the Company's  3
         for 2 stock split in the form of a stock dividend in February 1996.
      
Note 5   On  October  4,  1996,  the Company  entered  into  a  new  three  year
         revolving  credit agreement  jointly  with two  commercial  banks,  one
         based in  the U.S.  and the other in  Ireland.  Under the  terms of the
         agreement, the  Company has  available a  $20,000,000 unsecured  credit
         facility  until October  4, 1999.  Thereafter,  any balance outstanding
         will convert into a  four year term loan with a five year  amortization
         schedule and a lump sum payment due October  4, 2003.  Borrowing  under
         the facility is at LIBOR plus 1% and the Company  is obligated to pay a
         commitment  fee of  0.125% of  the unused  portion of  the line.    The
         Company  has  terminated  its   previously  existing  revolving  credit
         agreement.


ITEM 2    Management's Discussion and Analysis of Financial Condition
          -----------------------------------------------------------
          and Results of Operations
          -------------------------


Three Months Ended December 29, 1996
------------------------------------

Net Sales
---------

The  Company's consolidated  net sales for  the three months  ended December 29,
1996,  the second  quarter of   fiscal  1997, increased  6% to  $22,127,000 from
$20,885,000  in  the  same  quarter  last year.    Shipments  of  the  Company's
engineered products worldwide  increased 17%  over the year  earlier period  but
were offset,  in part,  by  an expected  decline in  shipments of  architectural
products.     Measured  in   constant  foreign  currency   exchange  rates,  the
consolidated sales increase would have been 4%.

Engineered  Products -  Americas Business  Group sales  (which include  all non-
architectural product sales  to customers  in North America  and South  America)
increased  21% to $11,800,000  from $9,745,000 for  the same quarter  last year.
This  sales  increase  resulted  principally  from  strength  in  the  Company's
aerospace, communications, electrical/electronics and  converter markets.  It is
expected that revenues from sales of  engineered products into the Americas will
remain relatively strong through the end of the fiscal year.

Engineered Products  - European Business  Group sales   (which include all  non-
architectural product sales to customers in  Europe, India, the Middle East  and
Africa) increased  12% to $7,368,000 from  $6,571,000 for the same  quarter last
year.  This  increase in revenues  resulted principally  from strength in  sales
into the energy/environment, food processing and converter markets.  Measured in
constant foreign currency exchange rates, revenue growth for the quarter was 9%.
Continued  reported  revenue  growth  from sales  of  the  Company's  engineered
products  into these  geographic areas  is expected  over the  remainder  of the
fiscal year;  however, the  percentage increase  may be  somewhat below  the 12%
growth rate achieved in the second quarter.

Engineered  Products - Asia Pacific Business Group sales (which include all non-
architectural  product sales  to  customers  in  the  Far  East  and  Australia)
increased 6% to $1,419,000 from $1,334,000 for the same quarter last year.  This
increase  was lower than first quarter reported  revenue growth due, in part, to
lower  sales of  industrial  products into  the Japan  market caused  by certain
changes made by the  Company, over the course of the second  quarter, in the way
that  it distributes industrial products  into that market  (the Company expects
such Japan sales  disruptions to be temporary).  Sales  from the Company's newly
established China subsidiary, which were not significant during the quarter, are
expected   to  increase  gradually  over  the  remainder  of  the  fiscal  year.
Percentage revenue growth into the Asia Pacific region over the remainder of the
fiscal year  is expected to generally strengthen, as well as generally return to
levels more like that experienced in the Company's first quarter.

Architectural  Product sales decreased 52% to $1,540,000 from $3,225,000 for the
same  quarter last year.   This  decrease in revenues  was expected  and was the
result of a lower number of   sizable projects underway to-date this year versus
last year.  The Company  expects architectural product sales for  over remainder
of  the  fiscal year  to  remain below  the  record levels  achieved  last year;
however, the outlook for increased revenues  is improving, in particular for the
Company's fourth quarter.


Gross Profit Margins
--------------------

Gross  profit margins as a percentage of  consolidated net sales improved to 34%
for  the  quarter,  up from  33%  for the  second  quarter  of last  year.   The
improvement  is principally attributable  to the leveraging  effect of increased
revenues  on a  relatively  fixed  manufacturing  overhead cost  structure,  and
targeted cost reduction programs. 

Selling, Administrative, Research and Development Expenses
----------------------------------------------------------

Selling, general  and administrative  expenses increased  6% to $3,832,000  from
$3,621,000  in the  same quarter  last  year.   Increased  selling, general  and
administration  expenditures resulted from  the combined  effects of  the higher
cost  structure in place to  support the Company's  newly established subsidiary
operations in China and Brazil (these were established after  the second quarter
of  last  year), as  well  as  normal increases  in  salaries  and other  costs.
Selling, general and administrative expenses  as a percentage of sales were 17%,
the same as the second quarter of last year.

Research and development expenses were $663,000 compared to last year's level of
$571,000.   This level of  spending, at approximately  3% of total  revenues, is
consistent  with recent, as well  as planned levels  of research and development
spending.

Other (Income) Expenses
-----------------------

The Company had net  other income of  $111,000 for the  quarter compared to  net
other  expense of  $31,000 for  the same  quarter last  year.   Included in  the
current year amount is $95,000 of income related to a fire insurance claim.

Interest Income (Expense)
-------------------------

The Company had net interest  income of $47,000 for the quarter  compared to net
interest  expense  of $98,000  for  the same  quarter  last year.    This change
resulted from  the repayment of debt  incurred to finance  the Tygaflor business
acquisition.


Six Months Ended December 29, 1996
----------------------------------

Net Sales
---------

The Company's consolidated net sales for the six months ended December 29, 1996,
the first half  of fiscal 1997, increased 7% to  $42,065,000 from $39,351,000 in
the  same period  last year.   Shipments  of the  Company's engineered  products
worldwide  increased 15% over the year earlier  period but were offset, in part,
by a decline in shipments  of architectural products.  The impact of  changes in
foreign  currency exchange rates on  reported revenue growth  for the six months
was not material.

Engineered  Products -  Americas Business  Group sales  (which include  all non-
architectural product sales  to customers  in North America  and South  America)
increased  19% to $21,645,000  from $18,201,000 for  the same period  last year.
This  sales  increase  resulted  principally  from  strength  in  the  Company's
aerospace,  communications,  energy  and  environment,  converter  and   general
distributor markets.  

Engineered Products -  European Business Group  sales  (which  include all  non-
architectural product sales to  customers in Europe, India, the  Middle East and
Africa) for the first half of the fiscal year increased  10% to $13,507,000 from
$12,243,000 in  the same period last  year.  This increase  in revenues resulted
principally from  strength in the  Company's lab test/healthcare,  converter and
general distributor markets in Europe.

Engineered Products  - Asia Pacific Business Group sales (which include all non-
architectural  product sales  to  customers  in  the  Far  East  and  Australia)
increased 13% to $2,714,000 from $2,395,000 in  the same period last year.  This
increase  was  the result  of  a  strong marketing  and  sales  focus into  this
geographic area  since the  establishment of this  business group  approximately
fifteen months ago.  Sales from the Company's newly established China subsidiary
were not significant during the first six months of fiscal 1997.  

Architectural Product sales decreased  36% to $4,199,000 from $6,512,000  in the
same  period last  year.   This decrease  in revenues was  expected and  was the
result of a lower number of   sizable projects underway to-date this year versus
last year.   


Gross Profit Margins
--------------------

Gross  profit margins as a percentage of  consolidated net sales improved to 34%
for the six months  ended December 29, 1996, up  from 33% for the first  half of
last year.  The improvement is principally attributable to the leveraging effect
of  increased  revenues  on  a  relatively  fixed  manufacturing  overhead  cost
structure and targeted cost reduction programs. 

Selling, Administrative, Research and Development Expenses
----------------------------------------------------------

Selling,  general and  administrative expenses increased  9% to  $7,516,000 from
$6,882,000 in  the  same  period last  year.   Increased  selling,  general  and
administration expenditures  resulted from  the combined  effects of  the higher
cost  structure in place to  support the Company's  newly established subsidiary
operations in China  and Brazil (these were established after  the first half of
last year), as well as  normal increases in salaries and other  costs.  Selling,
general  and  administrative  expenses as  a  percentage of  sales were  18%, up
slightly from last year's level of 17%.

Research  and development expenses were $1,225,000 compared to last year's level
of $1,116,000.   This level of spending, at approximately  3% of total revenues,
is  consistent  with  recent,  as  well  as  planned  levels  of  research  and
development spending.

Other (Income) Expense
----------------------

The Company had net other income  of $132,000 for the six months ended  December
29, 1996  compared to $30,000 of  net other expense in  the year-earlier period.
Included in the current period is $95,000 of income related to a fire  insurance
claim.

Interest Income (Expense)
-------------------------

The Company had net interest income of $18,000 for the six months ended December
29, 1996 compared to net interest  expense of $236,000 for the same  period last
year.  This change  resulted from the repayment of debt incurred  to finance the
Tygaflor business acquisition.

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

During the six months ended December 29, 1996, the Company  generated $3,968,000
of cash from operations up from $2,946,000 in the same period of the prior year.
During  the period,  the  Company invested  $1,492,000  in property,  plant  and
equipment additions, repaid $2,447,000 of  long-term debt and used $1,450,000 to
purchase the Company's  Common Stock under  its share  repurchase program.   The
Company also received $1,843,000 in cash proceeds and related  tax benefits from
the exercise of stock options during this period.  

Working  capital increased to $31,025,000 from $28,292,000  at the end of fiscal
1996.   As  of  December 29,  1996,  the  Company had  $20.0  million of  credit
available  under  its  domestic  and  international  borrowing  facilities.     
Management believes  that the combination of  cash on hand, cash  expected to be
generated  from operations, and available credit facilities, will be adequate to
finance  operations during  fiscal 1997  and  to deal  with  any liabilities  or
contingencies described in Note 3 to the Consolidated Financial Statements.


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

Except for the historical information contained herein, the matters discussed in
this form 10-Q are forward-looking statements within the meaning of  the Private
Securities Litigation Reform Act of 1995.  Investors are cautioned that forward-
looking statements are inherently uncertain.  Actual performance and results may
differ  materially from  those  projected or  suggested  in the  forward-looking
statements due to certain risks and uncertainties including, without limitation,
the  timely introduction  of  new products  and the  market acceptance  of those
products, and  the impact  of changes  in currency exchange  rates on  sales and
margins.  Additional information concerning certain risks and uncertainties that
could  cause actual  results  to  differ  materially  from  those  projected  or
suggested  in  the forward-looking  statements  is  contained in  the  Company's
filings with the Securities  and Exchange Commission, including those  risks and
uncertainties  discussed in  the Company's Annual  Report on  Form 10-K  for the
fiscal  year  ended  June  30,  1996  in  the  section  titled  "Forward-Looking
Statements".    The  forward-looking statements  contained herein  represent the
Company's  judgment as  of the  date of  this filing,  and the  Company cautions
readers not to place undue reliance on such statements.


                            PART II - OTHER INFORMATION
                            ---------------------------

ITEM 4 - Submission of Matters to a Vote of Security Holders
         ---------------------------------------------------

       On  October 31,  1996, at the  Company's Annual  Meeting of Shareholders,
       the Company's  shareholders met to consider  and vote  upon the following
       two proposals:

       (1)  A proposal to  elect six  directors to  hold office  for a  one-year
            term and  until their respective successors have been duly qualified
            and elected.

       (2)  A  proposal to ratify  the appointment  of Ernst &  Young LLP as the
            independent  auditors for  the  Company for  the fiscal  year ending
            June 30, 1997.

       Results with respect to the voting on each of the above proposals were   
       as follows:

       Proposal 1:
       -----------

       Directors                   For                 Withhold Authority
       ---------                 --------       ------------------------------  


       Paul M. Cook              6,638,976                  3,901
       Warren C. Cook            6,638,976                  3,901
       Robert E. McGill III      6,638,976                  3,901
       James E. McGrath          6,638,976                  3,901
       Duane C. Montopoli        6,638,976                  3,901
       Nicholas Pappas           6,638,976                  3,901



       Proposal 2:
       -----------

       6,637,412      Votes For
           3,015      Votes Against
           2,450      Abstentions


ITEM 6 - Exhibits and Reports on Form 8-K
         --------------------------------

     6(a)   Exhibits
            --------
                    10(b)(11) $20,000,000 Credit Agreement by
                    and between Chemfab Corporation as borrower 
                    and The First National Bank of Boston and the 
                    Bank of Ireland as lenders.

     6(b)   Reports on Form 8-K
            -------------------
              None.  


                           CHEMFAB CORPORATION


                               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.


              CHEMFAB CORPORATION
             -------------------
              (Registrant)



              by:/S/ Duane C. Montopoli                     
                 -------------------------------------------
              Duane C. Montopoli      
              President and Chief Executive Officer



              By:/S/Moosa E. Moosa                          
                 -------------------------------------------
              Moosa E. Moosa
              Vice President - Finance and Administration
              (Principal Financial Officer)



              by:/S/ Laurence E. Richard                   
                 ------------------------------------------
              Laurence E. Richard
              Controller
              (Principal Accounting Officer)


Date: February 11, 1997