FORM 10-Q/A


                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

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

                         For the quarterly period ended

                                December 26, 1999

                                       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 1-12767

                               Chemfab Corporation
             (Exact name of registrant as specified in its charter)

                  Delaware                               03-0221503
          (State of Incorporation)          (I.R.S. Employer Identification No.)

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

       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,  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.

       As of January 31, 2000, the Company had 7,520,207 shares of Common
                 Stock, par value $0.10 per share, outstanding.



<PAGE>



                               CHEMFAB CORPORATION

                                      INDEX



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

     Item 1.    Financial Statements

                Consolidated Balance Sheets at
                December 26, 1999 and June 30, 1999                       3

                Consolidated Statements of Income for the
                Three Months and Six Months Ended
                December 26, 1999 and December 27, 1998                   5

                Consolidated Statements of Cash Flows for the
                Six Months Ended December 26, 1999 and
                December 27, 1998                                         6

                Notes to Consolidated Financial Statements                7

     Item 2.    Management's Discussion and Analysis of Financial
                Condition and Results of Operations                      16



     Signatures                                                          23




<PAGE>






                          Item I. Financial Information


                               CHEMFAB CORPORATION
                    CONSOLIDATED BALANCE SHEETS (Page 1 of 2)
                     (in thousands except par value amounts)


                                                        December 26,    June 30,
                                                           1999          1999
                                                       -----------   -----------
                                                        (Unaudited)
Current assets:
    Cash and cash equivalents ......................    $   3,161     $   4,783
    Receivables:
       Trade .......................................       27,454        25,020
       Other .......................................           75            92
    Inventories ....................................       22,841        19,649
    Costs and estimated earnings in excess of
       billings on uncompleted contracts ...........        2,134           958
    Prepaid expenses, and other current assets .....        2,244         3,266
    Deferred tax assets ............................        1,248         1,248
                                                        ---------     ---------

       Total current assets ........................       59,157        55,016

Property, plant and equipment, at cost .............       61,281        59,418
    Less: accumulated depreciation .................      (30,713)      (29,466)
                                                        ---------      --------

   Property, plant and equipment, net ..............       30,568        29,952

Goodwill, net ......................................       23,103        19,297
Other assets .......................................        2,114         2,103
                                                        ---------     ---------

          Total assets .............................    $ 114,942     $ 106,368
                                                        =========     =========


See accompanying notes to Consolidated Financial Statements.



<PAGE>



                               CHEMFAB CORPORATION
                    CONSOLIDATED BALANCE SHEETS (Page 2 of 2)
                     (in thousands except par value amounts)


                                                       December 26,     June 30,
                                                          1999            1999
                                                      -----------       --------
                                                      (Unaudited)
Current liabilities:
    Accounts payable and accrued
         expenses                                       $ 17,411        $ 14,974
    Short-term borrowings                                 12,632          11,028
    Accrued income taxes                                   3,000           1,209
    Billings in excess of costs and
         estimated earnings on
         uncompleted contracts
                                                              75             250
                                                        --------          ------

       Total current liabilities                          33,118          27,461
                                                        --------         -------

Other liabilities                                          1,115               -
Deferred tax liabilities                                   2,394           2,051

Shareholders' equity:
    Preferred stock, par value $0.50:
       authorized - 1,000 shares,
       none issued                                             -               -
    Common stock, par value $0.10:
       authorized - 15,000 shares;
       issued 8,884 at December 26, 1999
       and 8,828 shares at June 30, 1999                     888             883
    Additional paid-in capital                            27,468          26,829
    Retained earnings                                     75,176          69,972
    Treasury stock, at cost
        (1,365 shares at December 26, 1999
         and 1,091 at June 30, 1999)                     (23,464)       (19,012)
     Accumulated other comprehensive income               (1,753)        (1,816)
                                                         -------        -------

       Total shareholders' equity                         78,315         76,856
                                                         -------         ------


          Total liabilities and shareholders' equity    $114,942       $106,368
                                                         =======        =======


See accompanying notes to Consolidated Financial Statements.


<PAGE>



                               CHEMFAB CORPORATION
                        CONSOLIDATED STATEMENTS OF INCOME
                                   (Unaudited)
                      (in thousands except per share data)


                                    Three Months Ended        Six Months Ended
                                  ---------------------     --------------------
                                   Dec. 26,    Dec. 27,    Dec. 26,     Dec. 27,
                                    1999         1998        1999         1998
                                   -------      ------      ------       -------

Net sales                         $31,109     $ 27,892    $57,147       $53,125
Cost of sales                      20,381       18,430     37,103        35,226
                                   ------      -------     ------        ------

Gross profit                       10,728        9,462     20,044        17,899
Selling, general and
   administrative expenses          5,496        5,070     10,797         9,324
Research and development              869          796      1,581         1,656
Other expense (income)                (41)         (36)       112          (160)
Interest expense (income), net         40          (25)       119          (128)
                                  -------     --------      -----         -----

Income before income taxes          4,364        3,657      7,435         7,207

Provision for income taxes          1,310        1,149      2,231         2,306
                                  -------       ------      -----         -----

Net income                       $  3,054     $  2,508   $  5,204      $  4,901
                                   ======      =======    =======      ========

Earnings per share:
   - Basic                          $0.40        $0.32      $0.68         $0.63
   - Diluted                        $0.40        $0.31      $0.67         $0.61

Weighted average common share
  outstanding:
   - Basic                          7,597        7,839      7,648         7,828
   - Diluted                        7,726        8,087      7,795         8,096



See accompanying notes to Consolidated Financial Statements.



<PAGE>



                               CHEMFAB CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                   (Unaudited)
                              (Amount in thousands)
<TABLE>
<CAPTION>
                                                                      Six Months Ended
                                                                     Dec. 26,   Dec. 27,
                                                                       1999       1998
                                                                       ----       ----
<S>                                                                <C>         <C>
Cash flows from operating activities:
    Net income .................................................   $  5,204    $  4,901
    Adjustments to reconcile net income to net cash
       provided by operations:
         Depreciation and amortization .........................      3,312       2,731
         Special charges, cash payments ........................     (1,153)         -
         Change in working capital:
             Receivables .......................................     (2,000)     (1,276)
             Inventories .......................................     (2,267)     (9,938)
             Costs and estimated earnings in excess of billings
               on uncompleted contracts, net ...................     (1,351)     (1,539)
             Prepaid expenses and other current assets .........       (617)       (527)
             Accounts payable and accrued expenses .............      2,398       5,349
             Income taxes ......................................      1,777         545
             Deferred tax assets and liabilities ...............        343          -
         Other assets ..........................................       (309)       (521)
                                                                   --------    --------
                     Total adjustments .........................        133      (5,176)
                                                                   --------    --------
             Net cash (used in) provided by operating activities      5,337        (275)
                                                                   --------    --------

Cash flows from investing activities:
    Acquisitions, net of cash acquired .........................     (2,481)     (6,237)
    Capital expenditures, (net) ................................     (2,505)     (8,344)
                                                                   --------    --------
             Net cash used in investing activities .............     (4,986)    (14,581)
                                                                   --------    --------

Cash flows from financing activities:
    Short-term borrowings ......................................      1,756       6,003
    Proceeds from exercise of stock options ....................        645         964
    Purchase of treasury shares ................................     (4,452)       (689)
                                                                   --------    --------
            Net cash provided by (used in) financing activities      (2,051)      6,278
                                                                   --------    --------

Effect of exchange rate changes on cash ........................         78         143
                                                                   --------    --------

Net decrease in cash and cash equivalents ......................     (1,622)     (8,435)

Cash and cash equivalents at beginning of year .................      4,783      11,099
                                                                   --------    --------

Cash and cash equivalents at end of period .....................   $  3,161    $  2,664
                                                                   ========    ========

Interest paid ..................................................   $    287    $     33
Income taxes paid ..............................................   $    319    $  1,844
See accompanying notes to the Consolidated Financial Statements
</TABLE>


<PAGE>



                               CHEMFAB CORPORATION
                   Notes to Consolidated Financial Statements
                                December 26, 1999


Note 1 - Significant Accounting Policies:

         Principles of Consolidation:

         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 26, 1999 and June 30, 1999,  and the  consolidated
         statements of income and cash flows for the three months and six months
         ended December 26, 1999 and December 27, 1998. 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, 1999 (file no. 1-12767).

Note 2 - Acquisitions:

         During fiscal 1999, the Company  completed the purchase of the business
         assets and assumed certain liabilities (principally inventory, accounts
         receivable,   equipment,  certain  liabilities  and  accounts  payable,
         accruals and intangibles) of Vdb/hi-tex  Technische  Gewebe GmbH (Vdb),
         Breitenborn GmbH and Synthetica W. Muller GmbH & Co.  (collectively the
         "German Acquisitions") for approximately $12,368,000 in cash, including
         associated  transaction  costs.  These  acquisitions were accounted for
         using the purchase  method of  accounting.  Prior to the  acquisitions,
         each  of  the  entities'  main  business  was in  the  fabrication  and
         distribution  of PTFE  composite  products  principally  purchased from
         Chemfab.  These  businesses  are  expected to  continue.  The  acquired
         operations'  primary  markets  are  in  Germany  and  Eastern  European
         countries.  These acquisitions  resulted in the recognition of goodwill
         of   approximately   $11,825,000   that  is  being   amortized   on  a
         straight-line basis over the estimated useful life of 15 years.

         The following are the Company's  unaudited pro forma results for fiscal
         2000  and  1999,  assuming  the  German  Acquisitions  occurred  at the
         beginning  of the  fiscal  year.  These  pro  forma  results  have been
         prepared  for  comparative  purposes  only  and  do not  purport  to be
         indicative  of the  results of  operations  which  actually  would have
         resulted had the acquisitions occurred on the date indicated,  or which
         may result in the future.


<PAGE>




                               CHEMFAB CORPORATION
                   Notes to Consolidated Financial Statements
                                December 26, 1999


Note 2 - Acquisitions (continued):

                                     Three Months Ended       Six Months Ended
                                    -------------------      ------------------
                                    Dec. 26,    Dec. 27,     Dec. 26,   Dec. 27,
                                     1999         1998        1999        1998
                                     ----         ----        ----        ----

         Net sales                  $31,109     $29,685     $57,147     $57,780
         Net income                   3,054       2,567       5,204       5,084
         Diluted income per share     $0.40       $0.32       $0.67       $0.63

         On July 16,  1999,  the Company  completed  the purchase of the capital
         stock of Holding Christian Cases S.A. (HCC) for $1,236,000 in net cash,
         including  associated  transaction  costs. The purchase  agreement also
         requires the payment of approximately $100,000 in each of the following
         two years for a non-compete  agreement.  The  acquisition was accounted
         for using the purchase method of accounting.  Prior to the acquisition,
         the main business of HCC and its  subsidiaries  was in the  fabrication
         and  distribution  of PTFE  composite  products  in France  principally
         purchased  from  Chemfab.  This  business is expected to continue.  The
         acquisition  of  HCC  resulted  in  the   recognition  of  goodwill  of
         approximately $858,000, that will be amortized over 15 years.

         On September 27, 1999, the Company  completed the purchase of the PTFE
         business  of  CTF  LTDA,   formerly   operating  as  Taconic  Glasslon
         (Taconic),  for $1,769,000 in cash, including  associated  transaction
         costs plus the payment of $600,000 in aggregate  over the current year
         and ensuing five years.  The  acquisition  was accounted for using the
         purchase  method of  accounting.  Prior to the  acquisition,  the main
         business of Taconic was the manufacture,  fabrication and distribution
         of PTFE  composite  products in Brazil.  This  business is expected to
         continue.  The  acquisition of Taconic  resulted in the recognition of
         goodwill of  approximately  $1,971,000 that will be amortized over 15
         years.

         On November 10,  1999,  the Company  completed  the purchase of certain
         business   assets  and  assumed   certain   liabilities  of  Orvim  for
         approximately  $1,080,000 in cash.  The  acquisition  was accounted for
         using the purchase method of accounting.  Prior to the acquisition, the
         main business of Orvim was in the fabrication and  distribution of PTFE
         composites  produced in Italy principally  purchased from Chemfab.  The
         business is expected to continue.  The allocation of the purchase price
         has not yet been completed.

         On December 27, 1999,  the Company  completed  the purchase of UroQuest
         Medical  Corporation  (UroQuest).  This acquisition was completed after
         the end of the Company's second quarter, and is therefore not reflected
         in  these  financial  statements.  The  Company  acquired  all  of  the
         outstanding   capital   stock  of   UroQuest   in  a  cash  merger  for
         approximately  $29,000,000 including associated  transaction costs. The
         Company used the proceeds of its new  borrowing  agreement  to fund the


<PAGE>


                               CHEMFAB CORPORATION
                   Notes to Consolidated Financial Statements
                                December 26, 1999



Note 2 - Acquisitions (continued):

          acquisition   (see  Note  3).   UroQuest   through  its   wholly-owned
          subsidiary,  Bivona Medical  Technologies,  designs,  manufactures and
          markets   proprietary   disposable  silicone  elastomer  products  and
          silicone elastomer  components used in products serving the healthcare
          and personal care  industry,  and is a market leader in the design and
          manufacture  of  silicone  elastomer  products  for airway  management
          applications.  The  allocation of the purchase  price has not yet been
          completed.

Note 3 - Debt:


         During  November 1999, the Company  entered into a five-year  revolving
         credit  facility with a group of four United States  commercial  banks.
         Under the terms of the  agreement  the Company has a  $30,000,000  term
         loan and a  $30,000,000  unsecured  revolving  credit  facility,  which
         expire on December 31, 2004.  Thereafter the revolving  credit facility
         may be extended for each of the next two years  subject to the approval
         by all  lenders.  Borrowing  under  these  facilities  can  be,  at the
         election of the  Company,  in dollars or Euros.  The  interest  rate is
         based on the appropriate  LIBOR or EURIBOR  interest rate plus a spread
         between 100 and 150 basis points,  based on the Company's trailing four
         quarter  EBITDA  to debt  ratio.  The  term  loan  requires  $1,500,000
         quarterly principal payments over five years. At December 26, 1999, the
         amount outstanding under the revolving credit facility was $12,632,000.

         On December 27, 1999, the Company borrowed  $30,000,000  under the term
         loan in connection  with its acquisition of UroQuest (see Note 2). This
         borrowing was completed after the end of the Company's  second quarter,
         and is therefore not reflected in these financial statements.

         The credit  facility  contains  various  financial and other  covenants
         including  maintenance  of minimum  levels of tangible net worth,  cash
         flow  coverage,   the  ratio  of  debt  to  equity  and  the  ratio  of
         indebtedness for borrowed money to  capitalization.  The loan agreement
         also contains  various other  restrictions  including  restrictions  on
         additional debt and dividend payments.

         In September 1999, the Company amended its $20,000,000 revolving credit
         agreement  with two  commercial  banks,  one based in the U.S.  and the
         other in Ireland. Under the terms of the amended agreement, the Company
         had available a $20,000,000  unsecured  credit  facility until December
         31, 1999.  The loan  agreement  required  that any balance  outstanding
         would at  December  31,  1999,  convert  into a  four-year  loan with a
         five-year  amortization  schedule  and a lump sum  partial  payment due
         December 31, 2003.  This loan was fully repaid as of December  1999 and
         this loan agreement was cancelled.


<PAGE>



                               CHEMFAB CORPORATION
             Notes to Consolidated Financial Statements (continued)
                                December 26, 1999



Note 4 - Inventories:

         Inventories consisted of the following:

                              December 26, 1999               June 30, 1999
                              -----------------               -------------
                                               (in thousands)

        Finished goods          $ 8,387                          $ 7,541
        Work in process           7,485                            6,160
        Raw materials             6,969                            5,948
                                 ------                           ------
                                $22,841                          $19,649
                                 ======                           ======


Note 5 -  Earnings Per Share:

          The following  table sets forth the  computation  of basic and diluted
          earnings per share:

                                      Three Months Ended    Six Months Ended
                                      ------------------    ----------------
                                      Dec. 26,   Dec. 27,   Dec. 26,  Dec. 27,
                                        1999       1998       1999      1998
                                        ----       ----       ----      ----
                                                   (in thousands)
Numerator:
Net income for both basic and
  diluted earnings per share ...     $3,054   $2,508         $5,204   $4,901
                                      ------   ------         ------   -----
Denominator:
Denominator for basic earnings
  per share - weighted average
  outstanding shares ...........      7,597    7,839          7,648    7,828
Effect of dilutive securities:
  Stock options to employees
    and directors ..............        129      248            147      268
                                      ------   ------         -----    -----
Denominator for diluted earnings
  per share ....................      7,726    8,087          7,795    8,096
                                     ------   ------         ------    -----
Net income per share:
  -  Basic                           $ 0.40   $ 0.32         $ 0.68   $ 0.63
                                     ------   ------          -----    -----
  -  Diluted                         $ 0.40   $ 0.31         $ 0.67   $ 0.61
                                      -----    -----          -----    -----



<PAGE>


                               CHEMFAB CORPORATION
             Notes to Consolidated Financial Statements (continued)
                                December 26, 1999



Note 6 - Comprehensive Income:

         The components of comprehensive income were as follows:

                                         Three Months Ended     Six Months Ended
                                         ------------------     ----------------
                                         Dec. 26,   Dec. 27,  Dec. 26,  Dec. 27,
                                           1999      1998        1999     1998
                                           ----      ----        ----     ----
                                                      (in thousands)

         Net income                       $3,054    $2,508     $5,204    $4,901
         Foreign currency
            translation adjustments         (793)     (127)        63       396
                                          ------    ------     -------   ------
         Comprehensive income             $2,261    $2,381      $5,267   $5,297
                                           =====     =====       =====    =====


Note 7 - Segment Reporting:

     The Company  adopted  Statement of Financial  Accounting  Standards No. 131
     (SFAS No. 131),  "Disclosures  about  Segments of an Enterprise and Related
     Information" in fiscal year 1999.  SFAS No. 131  establishes  standards for
     the way the Company reports information about its operational segments.

     The Company operates predominantly in one industry segment, that being
     the  development,  manufacture and marketing of  high-performance  flexible
     composite  materials.  The  Company's  reportable  segments  are  strategic
     business units which are managed separately due largely to their geographic
     location.

     The Company has two principal  reportable  business segments,  its Americas
     Business Group and European  Business Group. The Americas Business Group is
     principally  responsible  for all  manufacturing  and  sales of  Engineered
     Products   made  in  and  to  North  America  and  South  America  and  for
     Architectural  Product  sales  worldwide.  The European  Business  Group is
     principally  responsible  for all  manufacturing  and  sales of  Engineered
     Products made in and to Europe, the Middle East and Africa.

     The Company has two  non-reportable  business  segments,  its Asia  Pacific
     Business Group and its High Performance Elastomer Division.  These segments
     are reported under Other below due to their size.

     The accounting  policies of the  reportable  segments are the same as those
     described  in Note 1 of  Notes  to the  Consolidated  Financial  Statements
     included  in the  Chemfab  Corporation  Annul  Report  on Form 10-K for the
     year-ended  June 30, 1999.  The Company  evaluates the  performance  of its
     operating segments based on income before income taxes and after applying


<PAGE>


                               CHEMFAB CORPORATION
             Notes to Consolidated Financial Statements (continued)
                                December 26, 1999



Note 7 - Segment Reporting (continued):

     a charge  for  capital  employed  by the  segment.  The charge for
     capital employed is based on an established rate and on capital employed as
     defined by the Company and not a measure as defined by  generally  accepted
     accounting principles. Accordingly, the Company has reconciled below to its
     consolidated  results  corporate  related items have been allocated to the
     business segments based on revenues of the segment.

     The  geographic   distributions  of  the  Company's   identifiable  assets,
     operating income and revenues are summarized in the following table:

                                      Americas  European
                                      Business  Business
                                      Group     Group      Other  Consolidation
                                      -----     -----      -----  -------------
                                                  (in thousands)
Three months ended Dec. 26, 1999:
Revenue from external customers .   $ 18,499   $  9,231   $  3,379   $ 31,109
Intersegment sales ..............      1,356        297          0      1,653
Operating income ................      1,532        593        712      2,837
Identifiable assets .............     62,813     48,598      3,531    114,942

Three months ended Dec. 27, 1998:
Revenue from external customers .   $ 16,930   $  8,439   $  2,523   $ 27,892
Intersegment sales ..............      1,412        256          0      1,668
Operating income ................        822        814        338      1,974
Identifiable assets .............     63,317     40,028      4,663    108,008

Six months ended Dec. 26, 1999:
Revenue from external customers .   $ 33,783   $ 17,025   $  6,339   $ 57,147
Intersegment sales ..............      2,086        473          0      2,559
Operating income ................      2,599        750      1,176      4,525
Identifiable assets .............     62,813     48,598      3,531    114,942

Six months ended Dec. 27, 1998:
Revenue from external customers .   $ 33,076   $ 14,869   $  5,180   $ 53,125
Intersegment sales ..............      2,395        529          0      2,924
Operating income ................      2,186      1,130        635      3,951
Identifiable assets .............     63,317     40,028      4,663    108,008

<PAGE>



                               CHEMFAB CORPORATION
             Notes to Consolidated Financial Statements (continued)
                                December 26, 1999



Note 7 - Segment Reporting (continued):

The  following  is the  reconciliation  from Segment  Reporting to  Consolidated
Results:
<TABLE>
<CAPTION>

                                         Three Months Ended       Six Months Ended
                                         ------------------       ----------------
                                         Dec. 26,   Dec. 27,      Dec. 26,  Dec. 27,
                                           1999       1998         1999       1998
                                         --------  --------      --------    ------
                                                        (in thousands)
<S>                                    <C>         <C>         <C>         <C>
Revenue
Total external revenues
   for reportable segments .........   $ 27,730    $ 25,368    $ 50,813    $ 47,945
Intersegment revenues for reportable
   segments ........................      1,653       1,668       2,559       2,924
Other ..............................      3,379       2,524       6,334       5,180
Elimination of Intersegment
   Revenue .........................     (1,653)     (1,668)     (2,559)     (2,924)
                                       --------    --------    --------    --------
Total consolidated revenues ........   $ 31,109    $ 27,892    $ 57,147    $ 53,125
                                       ========    ========    ========    ========

Operating profit
Total profit for reportable segment    $  2,837    $  1,974    $  4,525    $  3,951
Interest charged on capital employed      1,567       1,658       3,029       3,128
Net interest (expense) income ......        (40)         25        (119)        128
                                       --------    --------    --------    --------
Income before income taxes .........   $  4,364    $  3,657    $  7,435    $  7,207
                                       ========    ========    ========    ========
</TABLE>

Note 8 - Special Charge

     The Company  booked a special  pre-tax  charge in fiscal 1999  amounting to
$3,986,000 for streamlining its European manufacturing operations, consolidating
its  acquired  fabrication  distribution  in Germany  and changes to a marketing
agreement.  The plan  anticipates the redundancy of  approximately 45 employees,
principally  in  manufacturing.  As of December 26, 1999,  38 employees had been
involuntarily terminated.  The remaining accrual balance as of December 26, 1999
was as follows:
                                                                     Accrued
                                                      Amounts     Restructuring
                                            Charge    Utilized       Charge
                                            ------    --------    -------------

Employee termination and severance costs   $1,213     $  540          $673
Equipment write-downs                       1,326      1,110           216
Contract cancellations                        373        303            70
Professional services                          99          0            99
Lease termination costs                       183         58           125
Marketing agreement costs                     792        792             -
                                            -----      -----         -----
                                           $3,986     $2,803        $1,183
                                            =====      =====         =====
<PAGE>

                               CHEMFAB CORPORATION
             Notes to Consolidated Financial Statements (continued)
                                December 26, 1999



Note 9 - Commitments and Contingencies:

     The Company acquired UroQuest on December 27, 1999 (See Note 2). On October
     7,  1999,  UroQuest  received  notice  that it was being  sued,  along with
     others, in the District Court of Hidalgo County, Texas, 92nd District,  for
     alleged product liability in connection with the death of a young girl. The
     action has been  brought by the parents of Jasmine  Marie Casas  (deceased)
     individually  and on behalf of Ms. Casas'  estate.  The case is encaptioned
     Victoriano Casas IV, et. al v. Smiths Industries PLC, et. al., C-4754-99-A.
     The Company is currently  investigating the facts underlying the complaint,
     and based on discovery to date, is defending itself vigorously. The Company
     does not believe that the  disposition  of this  matter,  to the extent not
     covered by insurance,  will have a material adverse effect on the Company's
     financial  condition  or results of  operations.  There can be no assurance
     that UroQuest will not experience other material litigation with respect to
     the operation of its business.

     Various other  lawsuits and claims are pending or have been asserted by and
     against the Company,  including matters previously disclosed by the Company
     in its  Annual  Report  on Form  10-K for the  year  ended  June 30,  1999.
     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 that the disposition of its current legal  proceedings
     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 10 - Euro Currency:

     On January 1, 1999 eleven of the fifteen  member  countries of the European
     Union  adopted  the Euro as their  common  legal  currency.  Following  the
     introduction  of the Euro,  the local  currencies  are  scheduled to remain
     legal tender in the  participating  countries until January 1, 2002. During
     the transition  period,  goods and services may be paid for by using either
     the Euro or the participating country's local currency.

     Transitioning  to the Euro  creates  a number  of  issues  for the  Company
     including pricing policies,  financial contracts,  conversion of accounting
     systems, conversion of bank accounts and other treasury and cash management
     activities.

     The  Company  had  previously  used the Pound  Sterling  as the  functional
     currency  for its  U.K.  and  Irish  operations.  Its  German  and  Spanish
     operations  have used the local  currency as its functional  currency.  The
     reporting currency of the Company has always been the U.S. dollar.

     The Company's  Irish  operation  used the Pound  Sterling as its functional
     currency because  it was the  primary  economic  environment  in  which it
     operated

<PAGE>



Note 10 - Euro Currency (continued):

     Ireland decided to adopt the Euro as its common legal currency, the Company
     moved to requiring its vendors,  for its Irish operation,  to invoice goods
     and services in the Euro currency or a participating  local  currency.  The
     Company  generally  prices its products  from the Irish  operations  in the
     Euro.

     As a result of these  changes,  effective  July 1, 1999,  the  Company  has
adopted the Euro as the functional currency for its Irish operation. The Company
has not to re-measured reported financial  statements of prior periods,  because
the Euro did not exist prior to January 1, 1999.  The Company's  U.K.  operation
continues to use the Pound  Sterling as its functional  currency.  The choice of
the  functional  currency of the Company's  Irish  operations to the Euro is not
expected to have a significant  impact on the financial  condition or results of
operations of the Company.


<PAGE>



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

                      Three Months Ended December 26, 1999


Net Sales
---------

The Company's  consolidated  sales for the three months ended December 26, 1999,
the  second  quarter  of  fiscal  2000,  increased  11.5%  to  $31,109,000  from
$27,892,000 in the same quarter last year. Shipments of the Company's Engineered
Products  worldwide  increased 5.5% over the year earlier period while shipments
of architectural products increased 40.3%. Measured in constant foreign currency
rates,  consolidated  revenue would have increased by 13.9%. It is expected that
revenues  for the  remainder  of the year,  after  excluding  the  impact of the
$16,631,000  sales of Tent City  material in the third  quarter of fiscal  1999,
will continue to grow strongly in the aggregate.

The Americas Business segment sales (which include all Engineered  Product sales
from the Company's U.S.  manufacturing  plants into principal geographic markets
in the Americas and  Architectural  Product sales  worldwide)  increased 9.3% to
$18,499,000 from $16,930,000 for the same quarter last year. This sales increase
resulted from higher Architectural  Product sales in the quarter which increased
40.3% compared with the same period last year.

The European Business segment sales (which include all Engineered  Product sales
from the Company's European  manufacturing plants;  principal geographic markets
are Europe and Africa)  increased 9.4% to $9,231,000 from $8,439,000 in the same
quarter last year.  Acquisitions  completed last year contributed  $1,019,000 of
the increased  revenue in the European  Business  segment.  Measured in constant
foreign currency rates,  European Business segment sales would have increased by
18.8%.

Sales in the Company's  Other  Business  segment,  which includes all Engineered
Product  sales to the Far East and sales  from the  Company's  High  Performance
Elastomer (HPE) Division combined, increased 34.0% to $3,379,000 from $2,523,000
in the same quarter last year. This increase was due to a  strengthening  of the
economy in certain Asian countries,  a strong currency and expansion of HPE's
domestic and European markets.

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

Gross profit  margins as a percentage of  consolidated  sales were 34.5% for the
quarter,  up from  33.9%  for the  second  quarter  of last  year.  The  Company
increased its gross margin percentage as a result of manufacturing  efficiencies
and a net favorable product mix.


<PAGE>



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

Selling,  general and administrative  expenses increased 8.4% to $5,496,000 from
$5,070,000  in the same  quarter  last year.  This  increase  resulted  from the
combined  effects of the higher  cost  structure  in place  (including  goodwill
amortization),  to support the  Company's  newly  acquired  business in Germany,
France and Brazil. Selling,  general and administrative expenses as a percentage
of sales was 17.7%, down slightly from the second quarter of last year.

Research and development expenses were $869,000 compared to last year's level of
$796 ,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. The higher costs are primarily attributable to new product development
activities.

Interest Expense, Net
---------------------

The Company had net interest  expense of $40,000 for the quarter compared to net
interest  income of $25,000 for the same quarter last year,  largely as a result
of lower average cash balances and borrowings made to fund acquisitions.

Special Charge
--------------

The Company  booked a special  pre-tax  charge in fiscal 1999  amounting to
$3,986,000 for streamlining its European manufacturing operations, consolidating
its  acquired  fabrication  distribution  in Germany  and changes to a marketing
agreement.  The  streamlining  of the European  operations  has been slower than
anticipated as a result of delays  experienced in  transferring  and duplicating
products in the Ireland manufacturing facility. It is expected that these issues
will be resolved however, as a result of the delay the cost savings will be less
than  previously  anticipated.  The  German  consolidation  plan is  essentially
completed.  As of December 26, 1999,  38 of the 45 employees  planned to be made
redundant had been terminated.  The short-term cash  requirements will be funded
from the Company's operations, cash on hand and available line of credit, and it
is not expected that the Company's liquidity will be adversely affected.  Period
costs related to the restructuring activities were $72,000.

Subsequent Event
----------------

On December 27, 1999, subsequent to the close of the second fiscal 2000 quarter,
the  Company  completed  the  purchase  of  UroQuest  Medical  Corporation.  For
information  relating to this acquisition and the related borrowings see Notes 2
and 3 of the accompanying Financial Statements.

                       Six Months Ended December 26, 1999
                       ----------------------------------

Net Sales
---------

The Company's consolidated sales for the six months ended December 26, 1999, the
first half of fiscal 2000,  increased 7.6% to $57,147,000  from $53,125,000 over
the same  period  last year.  Shipments  of the  Company's  Engineered  Products
worldwide  increased 9.3% over the year earlier while shipments of architectural
products   remained  flat.   Measured  in  constant   foreign   currency  rates,
consolidated revenue would have increased by 9.6%.
<PAGE>

Net Sales (continued)
---------------------

The Americas Business segment sales (which include all Engineered  Product sales
from the Company's U.S.  manufacturing  plants into principal geographic markets
in the Americas and  Architectural  Product sales  worldwide)  increased 2.1% to
$33,783,000  from $33,076,000 for the same period last year. This sales increase
resulted from higher Engineered Product sales.

The European Business segment sales (which include all Engineered  Product sales
from the Company's European  manufacturing plants;  principal geographic markets
are Europe and Africa)  increased 14.5% to $17,025,000  from  $14,869,000 in the
same period last year.  Acquisitions  completed last year contributed $2,797,000
of the increased revenue in the European Business segment.  Measured in constant
foreign  currency  rates,  sales for the European  Business  segment  would have
increased 23.6%.

Sales in the Company's  Other  Business  segment,  which includes all Engineered
Product  sales to the Far East and sales  from the  Company's  High  Performance
Elastomer (HPE) Division combined, increased 22.4% to $6,339,000 from $5,180,000
in the same period last year.  This  increase is due to a  strengthening  of the
economy in certain Asian countries,  a strong currency and to expansion of HPE's
domestic and European markets.

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

Gross profit  margins as a percentage of  consolidated  sales were 35.1% for the
six months ended  December 26, 1999, up from 33.7% last year.  This increase was
due to a higher margin  contribution from the acquisitions and favorable product
mix.

Selling, General and Administrative Expenses
--------------------------------------------

Selling, general and administrative expenses increased 15.8% to $10,797,000 from
$9,324,000  in the  same  period  last  year.  Increased  selling,  general  and
administration  expenditures  resulted  from  the  effects  of the  higher  cost
structure in place  (including  goodwill  amortization) to support the Company's
newly acquired businesses in Germany,  France, and Brazil. Selling,  general and
administrative expenses as a percentage of sales were 19%, up slightly from last
year's level of 18%.
<PAGE>

Research and Development Expenses
---------------------------------

Research and development  expenses were $1,581,000 compared to last year's level
of $1,656,000. 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 expense of $112,000 for the six months ended  December
26, 1999,  principally  due to the  streamlining  of the European  manufacturing
operations.  Other income in the year-earlier  period mainly comprised  currency
gains.

Interest Income
---------------

The  Company  had net  interest  expense of  $119,000  for the six months  ended
December  26, 1999  compared  to net  interest  income of $128,000  for the same
period last year. The decrease is the result of a lower average cash balance and
interest expense associated with bank debt incurred to fund the acquisitions.

Special Charge
--------------

The Company  booked a special  pre-tax  charge in fiscal 1999  amounting to
$3,986,000 for streamlining its European manufacturing operations, consolidating
its  acquired  fabrication  distribution  in Germany  and changes to a marketing
agreement.  The  streamlining  of the European  operations  has been slower than
anticipated as a result of delays  experienced in  transferring  and duplicating
products in the Ireland manufacturing facility. It is expected that these issues
will be resolved however, as a result of the delay the cost savings will be less
than  previously  anticipated.  The  German  consolidation  plan is  essentially
completed.  As of December 26, 1999,  38 of the 45 employees  planned to be made
redundant had been terminated.  The short-term cash  requirements will be funded
from the Company's operations, cash on hand and available line of credit, and it
is not expected that the Company's liquidity will be adversely affected.  Period
costs related to the restructuring activities were $197,000.

<PAGE>



                         Liquidity and Capital Resources

During the six months ended December 26, 1999, the Company generated  $5,337,000
of cash from operations, up from $275,000 of cash utilized in the same period of
the prior year. Also, during the six months ended December 26, 1999, the Company
invested  $2,505,000 in property,  plant and equipment  additions,  and expended
$4,452,000 to repurchase stock under its share repurchase  program.  The Company
also  received  $645,000 in cash  proceeds  and related  tax  benefits  from the
exercise of stock options during this period.

Working capital  decreased to $26,039,000  from $27,555,000 at the end of fiscal
1999. As of December 26, 1999, the Company had a line of credit of approximately
$30,000,000  and a term loan  facility of  approximately  $30,000,000  under its
borrowing  facilities.  As of December 26, 1999,  the Company had  approximately
$47,368,000 available under these facilities.

On December  27,  1999  (after the end of the  Company's  fiscal  quarter),  the
Company borrowed  $30,000,000  under the term loan for the UroQuest  acquisition
(see  Note 2 and 3 of the  accompanying  Financial  Statements).  Following  the
completion  of  the  UroQuest   acquisition  the  Company's  had   approximately
$17,368,000 available under these 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  2000  and to deal  with  any  contingencies
described in Note 9 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, as amended.  Investors are cautioned
that forward-looking statements are inherently uncertain. Actual performance and
results may differ  materially  from those projected or suggested due to certain
risks and  uncertainties,  including  the  integration,  and where  appropriate,
consolidation  of  the  UroQuest  transaction  and  other  acquisitions  already
completed.  Additional  information  concerning  certain risks and uncertainties
that could cause results to differ  materially from those projected or suggested
is contained  in the  Company's  Annual  Report on Form 10-K for the fiscal year
ended  June 30,  1999  which has been filed  with the  Securities  and  Exchange
Commission.  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.

                                    Year 2000

In 1993, the Company began its program to prepare for the Year 2000 issues.  The
Company made steady progress since then in addressing this computer  programming
challenge, and spent approximately $1,525,000 to become Year 2000 compliant. The
Company  believes that all of its major  information  management  and operations
systems are currently Year 2000 compliant.



<PAGE>



Year 2000 (continued)

The Company had continuing  discussions with its key vendors and customers about
contingency plans for operational, systems and infrastructure failures resulting
from the Year 2000 problem.  The Company developed its own internal  contingency
plans to address any impacts of the Year 2000 problem on the Company's business,
financial condition or results of operation.

The Company's internal computer systems and software were unaffected by the date
changeover.  The  Company's  customer-related  computer  systems and  databases,
including  those managed by third parties,  operated as expected.  The Company's
operations, including interconnection with various networks and systems operated
by third parties, also were unaffected by the date changeover.

While no Year 2000 related  disruptions have been experienced to date, there are
some  remaining  Year 2000  risks.  Based on  currently  available  information,
management  believes that Year 2000 related  disruptions or other  problems,  if
any,  will  not  have a  material  adverse  effect  on the  Company's  financial
condition or results of operations.


<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.


                                             CHEMFAB CORPORATION




Date: July 5, 2000                          / John W. Verbicky
                                            ------------------
                                            John W. Verbicky, President,
                                            Chief Executive Officer and Director
                                            (Principal Executive Officer)

Date: July 5, 2000                          /s/ Laurence E. Richard
                                            ------------------
                                            Laurence E. Richard
                                            Vice President - Finance, Treasurer
                                            and Chief Financial Officer
                                            (Principal Financial Officer)

 Date: July 5, 2000                         /s/ Hilary A. Arwine
                                            --------------------
                                            Hilary A. Arwine
                                            Corporate Controller
                                            (Principal Accounting Officer)