UNITED STATES
                 SECURITIES AND EXCHANGE COMMISSION
                       WASHINGTON, D.C. 20549


                             FORM 10-Q


[X] Quarterly Report Pursuant to Section 13 or 15(d)of the
    Securities Exchange Act of 1934

    For the Quarter Ended April 1, 2001, 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 1-9298


                     RAYTECH CORPORATION
          (Exact Name of Registrant as Specified in its Charter)


       DELAWARE                               06-1182033
(State or other Jurisdiction of              (I.R.S. Employer
Incorporation or Organization)               Identification No.)


 Suite 295, Four Corporate Drive
      Shelton, Connecticut                         06484
(Address of Principal Executive Offices)         (Zip Code)


                         203-925-8023
                  (Registrant's Telephone Number)

Indicate by check mark whether the Registrant (1) has filed all
reports 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

As of May 4, 2001, 41,515,669 shares of the Registrant's common
stock, par value $1.00, were issued and outstanding.


                             Page 1 of 40




                         RAYTECH CORPORATION

                                INDEX


                                                            Page
                                                          Number

PART I.  FINANCIAL INFORMATION:

Item 1.   Condensed Consolidated Historic Balance
          Sheets at April 1, 2001 (Unaudited)
         and December 31, 2000 and Condensed
          Consolidated Pro Forma Balance Sheet
          at April 1, 2001 (Unaudited)                       3

          Condensed Unaudited Consolidated Statements of
          Operations for the thirteen weeks ended
          April 1, 2001 and April 2, 2000                    5

          Condensed Unaudited Consolidated Statements
          of Cash Flows for the thirteen weeks
          ended April 1, 2001 and April 2, 2000              6

          Condensed Unaudited Consolidated Statements of
          Shareholders' Equity for the thirteen weeks
          ended April 1, 2001 and April 2, 2000              7

              Notes to Condensed Unaudited Consolidated
          Financial Statements                               8

          Item 2.  Management's Discussion and Analysis of
          Financial Condition and Results of Operations     24

Item 3.   Quantitative and Qualitative Disclosures
          About Market Risk                                 32

PART II.  OTHER INFORMATION

Item 1.  Legal Proceedings                                  33

Item 6.  Exhibits and Reports on Form 8-K                   41

          Signature                                         42



<TABLE>
<CAPTION>
RAYTECH CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share data)

                                             Historic      Pro Forma      Historic
                                          April 1, 2001  April 1, 2001  Dec. 31, 2000
                                            (unaudited)   (unaudited)
At                                                        (See Note B)
<S>                                      <C>             <C>            <C>
ASSETS
Current assets
  Cash and cash equivalents               $    11,732     $   9,232      $    13,917
  Trade accounts receivable,
    less allowance of $1,234 for
    2001 and $1,234 for 2000                   29,207        29,207           24,487
  Inventories, net                             32,590        36,590           33,322
  Income taxes receivable                        -           32,000             -
  Other current assets                          7,759         7,759            6,459
      Total current assets                     81,288       114,788           78,185

Property, plant and equipment                 191,071        82,138          189,659
  Less accumulated depreciation              (108,933)         -            (106,954)
      Net property, plant and equipment        82,138        82,138           82,705
Intangible assets, net of accumulated
  amortization of $2,322 for 2001
  and $2,121 for 2000                          19,298           375           19,499
Deferred income taxes                         137,202        36,191          137,147
Reorganization value in excess of
  amounts allocable to identifiable
  assets                                         -           86,699             -
Other assets                                    2,957         2,957            2,780
Total assets                              $   322,883     $ 323,148      $   320,316

</TABLE>





<TABLE>
<CAPTION>
RAYTECH CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share data)(cont.)


                                             Historic      Pro Forma      Historic
                                          April 1, 2001  April 1, 2001  Dec. 31, 2000
                                            (unaudited)   (unaudited)
At                                                        (See Note B)

<S>                                      <C>               <C>          <C>
LIABILITIES
Current liabilities
  Notes payable and current
    portion of long-term debt             $    12,144       $  12,144    $    10,308
  Raymark debt                                 10,709            -            10,631
  Accounts payable                             14,220          14,220         13,070
  Accrued liabilities                          20,854          24,854         22,774
  Deferred income taxes                          -              1,600           -
  Income taxes payable to PI Trust               -             32,000           -
      Total current liabilities                57,927          84,818         56,783

Liabilities subject to compromise           7,211,433            -         7,211,433
Long-term debt                                  8,536           8,536          9,053
Postretirement benefits other
  than pensions                                13,404          13,904         13,150
Pension obligations                              -             12,600           -
Deferred payable to the PI Trust                 -             29,000           -
Other long-term liabilities                     9,290           9,290          9,035
Total liabilities                           7,300,590         158,148      7,299,454
COMMITMENTS & CONTINGENCIES

SHAREHOLDERS' (DEFICIT) EQUITY
Capital stock
  Cumulative preferred stock,
    no par value 800,000 shares
    authorized for historic, 5,000,000
    shares authorized for pro forma,
    none issued                                  -               -              -
  Common stock, par value $1.00
    7,500,000 shares authorized;
    5,651,372 issued in historic
    2001 and historic 2000; 50,000,000
    shares authorized; 41,530,000 issued
    and outstanding for pro forma 2001          5,651          41,530          5,651
Additional paid in capital                     70,631         123,470         70,631
Accumulated deficit                        (7,047,926)           -        (7,049,641)
Accumulated other comprehensive loss           (1,502)           -            (1,218)
                                           (6,973,146)        165,000     (6,974,577)
Less treasury shares at cost                   (4,561)           -            (4,561)
      Total shareholders' (deficit) equity (6,977,707)        165,000     (6,979,138)
Total liabilities and
  shareholders' (deficit) equity          $   322,883       $ 323,148    $   320,316
</TABLE>

The accompanying notes are an integral part of these statements.



<PAGE>
                       RAYTECH CORPORATION
         CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
                (in thousands, except share data)
                           (unaudited)





<TABLE>
<CAPTION>


                                                      April 1,       April 2,
For the 13 Weeks Ended                                  2001           2000

<S>                                                 <C>             <C>
Net sales                                           $ 55,205        $ 67,475
Cost of sales                                        (43,811)        (49,366)

  Gross profit                                        11,394          18,109

Selling, general and administrative expenses          (7,742)         (8,734)

  Operating profit                                     3,652           9,375

Interest expense                                        (374)           (509)
Interest expense - Raymark                               (70)            (70)
Other income, net                                        290             310

Income before provision for income taxes
  and minority interest                                3,498           9,106
Provision for income taxes                            (1,469)         (3,825)
Income before minority interest                        2,029           5,281

Minority interest                                       (314)           (461)

Net income                                          $  1,715        $  4,820

Basic earnings per share                            $    .49        $   1.38

Diluted earnings per share                          $    .48        $   1.36

<FN>
The accompanying notes are an integral part of these statements.
</TABLE>


<TABLE>
<CAPTION>

                         RAYTECH CORPORATION

           CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (in thousands)
                             (unaudited)








                                                       April 1,     April 2,
For the 13 Weeks Ended                                   2001         2000
<S>                                                   <C>           <C>
    Net cash (used in) provided by
      operating activities                            $   (863)     $ 4,400

Cash flow from investing activities:
  Capital expenditures                                  (2,717)      (4,126)
  Proceeds on sales of property, plant and equipment        10           69
    Net cash used in investing activities               (2,707)      (4,057)

Cash flow from financing activities:
  Cash overdraft                                          (371)       1,475
  Net borrowings (payments) on short-term notes          2,113       (1,065)
  Principal payments on long-term debt                    (482)         (91)
  Proceeds from long-term borrowings                        32          261
  Net proceeds (payments) on borrowings from Raymark       171       (1,547)

    Net cash provided by (used in)
      financing activities                               1,463         (967)

Effect of exchange rate changes on cash                    (78)         (36)

Net change in cash and cash equivalents                 (2,185)        (660)

Cash and cash equivalents at beginning of period        13,917       10,746

Cash and cash equivalents at end of period             $11,732      $10,086


<FN>
The accompanying notes are an integral part of these statements.
</TABLE>



<TABLE>
<CAPTION>

                               RAYTECH CORPORATION
        CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
                      (in thousands, except shares)
                               (unaudited)



                                                                            Treasury
                                                Retained     Accumulated     Shares
                                   Additional   Earnings       Other         At Cost
                            Common   Paid in  (Accumulated  Comprehensive  (2,132,059
                            Stock    Capital     Deficit)       Loss         Shares)     Total

<S>                        <C>      <C>      <C>             <C>           <C>           <C>
Balance,
 January 2, 2000           $5,613   $70,564        9,337     $  (165)      $(4,561)     $80,788

Comprehensive income:

  Net income                                       4,820                                  4,820


  Changes during
   the period                                                   (315)                      (315)

Total comprehensive
  income                                           4,820        (315)                     4,505
Purchase of subsidiary stock             (2)                                                 (2)

Balance,
  April 2, 2000            $5,613   $70,562      $14,157     $  (480)      $(4,561)     $85,291





Balance,
 December 31, 2000         $5,651   $70,631  $(7,049,641)    $ (1,218)     $(4,561) $(6,979,138)

Comprehensive income:

  Net income                                       1,715                                  1,715

  Changes during
   the period                                                    (284)                     (284)

Total comprehensive
  income                                           1,715         (284)                    1,431

Balance,
 April 1, 2001             $5,651   $70,631  $(7,047,926)    $ (1,502)     $(4,561) $(6,977,707)



<FN>

The accompanying notes are an integral part of these statements.
</TABLE>



                       RAYTECH CORPORATION
       NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
           (dollars in thousands, unless otherwise noted,
                       except per share data)
                            (Unaudited)


NOTE A - Formation of Raytech Corporation, Sale of Raymark,
         Chapter 11 Proceeding and Other Litigation

       Raytech Corporation ("Raytech" or the "Company") was
incorporated in June, 1986 in Delaware and held as a subsidiary of
Raymark Corporation ("Raymark").  In October 1986, Raytech became
the publicly traded (NYSE) holding company of Raymark stock through
a triangular merger restructuring plan approved by Raymark's
shareholders whereby each share of common stock of Raymark was
automatically converted into a share of Raytech common stock. In May
1988, Raytech divested all of the Raymark stock.

       In accordance with the restructuring plan, Raytech, through its
subsidiaries, purchased certain non-asbestos businesses of Raymark
in 1987, including the Wet Clutch and Brake Division and Raybestos
Industrie-Produkte GmbH, a German subsidiary.  Representing part of
the consideration of the transactions, Raymark agreed to indemnify
Raytech for Raymark's liabilities, including asbestos,
environmental, pension and others.  Despite the restructuring plan
implementation and subsequent divestiture of Raymark, Raytech was
named a co-defendant with Raymark and other named defendants in
numerous asbestos-related lawsuits as a successor in liability to
Raymark.

       In an asbestos-related personal injury case captioned Raymond
A. Schmoll v. ACandS, Inc., et al. decided in October 1988 in a U.S.
District Court in Oregon, Raytech was ruled under Oregon equity law
to be a successor to Raymark's asbestos-related liability.  The
successor ruling was appealed by Raytech and in October 1992 the
Ninth Circuit Court of Appeals affirmed the District Court's
judgment on the grounds stated in the District Court's opinion.  The
effect of this decision extended beyond the Oregon District due to a
Third Circuit Court of Appeals decision in a related case cited
below wherein Raytech was collaterally estopped (precluded) from
relitigating the issue of its successor liability for Raymark's
asbestos-related liabilities.

       As the result of the inability of Raymark to fund Raytech's
cost of defense under the indemnity and to halt the asbestos-related
litigation, on March 10, 1989, Raytech filed a petition seeking
relief under Chapter 11 of Title 11, United States Code in the
United States Bankruptcy Court, District of Connecticut.  Under
Chapter 11, substantially all litigation against Raytech was stayed
while the debtor corporation and its non-filing operating
subsidiaries continued to operate their businesses in the ordinary
course.

Note A, continued


       In June 1989 Raytech filed a class action in the Bankruptcy
Court captioned Raytech v. Earl White, et al. against all present
and future asbestos claimants seeking a declaratory judgment that it
not be held liable as a successor for the asbestos-related
liabilities of Raymark.  The U.S. District Court withdrew its
reference of the case to the Bankruptcy Court, and agreed to hear
and decide the case.  In September 1991, the U.S. District Court
issued a ruling dismissing the class action citing as a reason the
preclusive effect of the 1988 Schmoll case recited above under the
doctrine of collateral estoppel (conclusiveness of judgment in a
prior action), in which Raytech was ruled to be a successor to
Raymark's asbestos liability under Oregon law.  Upon a motion for
reconsideration, the U.S. District Court affirmed its prior ruling
in February 1992.  Also, in February 1992, the U.S. District Court
transferred the case to the U.S. District Court for the Eastern
District of Pennsylvania.  In February 1994, the U.S. District
Court's dismissal of the case was appealed, and in May 1995, the
Third Circuit Court of Appeals ruled that Raytech was collaterally
estopped (precluded) from relitigating the issue of its successor
liability as ruled in the 1988 Oregon case recited above, affirming
the U.S. District Court's ruling of dismissal.  A petition for a
writ of certiorari was denied by the U.S. Supreme Court in October
1995.  The ruling left the Oregon case, as affirmed by the Ninth
Circuit Court of Appeals, as the prevailing decision holding Raytech
to be a successor to Raymark's asbestos-related liabilities.

       As a result of the Court rulings recited above, in October,
1998 Raytech reached a tentative settlement with its creditors and
entered into a Memorandum of Understanding with respect to achieving
a consensual plan of reorganization (the "Plan").  Substantive
economic terms of the Memorandum of Understanding provided for all
general unsecured creditors including but not limited to all
asbestos and environmental claimants to receive 90% of the equity in
reorganized Raytech and any and all refunds of taxes paid or net
reductions in taxes owing resulting from the transfer of equity to
an asbestos personal injury trust (the "PI Trust") established under
the Bankruptcy Code, and existing equity holders in Raytech to
retain 10% of the equity in reorganized Raytech.  The Memorandum of
Understanding also required that an amount of cash estimated at $2.5
million would be transferred to the unsecured creditors.

       In order to comply with the mandatory estimation of all claims
against the debtor in the confirmation process, Raytech, the
creditors' committee and the Government agreed on the estimate of
the asbestos and Government claims, and accordingly, a motion was
filed in the Bankruptcy Court for an allowance of asbestos claims of
$6.760 billion and Government claims of $431.8 million for purposes
of voting and distribution under the terms of the Plan.  In March
2000, the Bankruptcy Court entered an interim order allowing such
amounts as general unsecured claims subject to an objection period

Note A, continued


through June 2000 and the completion of the initial vote of the Plan
of confirmation in July 2000.  As a result of the resolution of the
objections raised with only a slight modification to the Plan and
the overwhelming favorable response to the initial vote, management
was substantially certain that the Plan would be confirmed and that
the estimate of the $7.2 billion of allowed claims would be finally
approved by the Bankruptcy Court.  Accordingly, Raytech recorded a
charge and related liability in the financial statements in the
amount of $7.2 billion for the estimated amount of allowed claims in
the second quarter of 2000.  Such estimations were recorded as
liabilities subject to compromise since it was expected that the
distributions under the Plan with respect to such claims would be
lesser amounts consisting of a 90% equity distribution in
reorganized Raytech at the effective date pursuant to the Plan.

       In 1999, the Bankruptcy Court ("Court") issued rulings on
adversary actions brought by Raymark retirees and pensioners seeking
rights as claimants for benefits from Raytech on the basis of
successor liability.  As to the pensioners, the Court ruled that
Raytech has the liability as a successor to Raymark.  The decision
was appealed, and the U.S. District Court affirmed the ruling.  The
resulting recorded charge and related liability, estimated at $16
million, was recorded in the second quarter of 2000 and is no longer
subject to compromise due to the appellate decision.  As to the
retirees, the Court ruled that the Raymark Trustee's termination of
the retirees benefit plans was justified and thus the post-termination
liability thereafter could not be transferred to
Raytech.  In response to the bar date set for filing claims in 1999,
approximately 700 retirees filed claims.  A charge for the estimated
amount of allowed claims of $2.5 million was recorded in the fourth
quarter of 2000.

       On August 31, 2000, the Bankruptcy Court confirmed Raytech's
Plan, which confirmation was affirmed by the U.S. District Court on
September 13, 2000.  The Plan contained several conditions to the
occurrence of the effective date of the Plan ("Effective Date").
All conditions under the confirmation of the Plan were subsequently
met, and the Effective Date occurred on April 18, 2001, resulting in
Raytech emerging from bankruptcy at that date.  On the Effective
Date, a channeling injunction ordered by the Bankruptcy Court
pursuant to Section 524(g) of the Bankruptcy Code has and will
permanently and forever stay, enjoin and restrain any asbestos-
related claims against Raytech and subsidiaries, thereby channeling
such claims to the PI Trust for resolution.  On the Effective Date,
the rights afforded and the treatment of all claims and equity
interests in the Plan were in exchange for and in complete
satisfaction, discharge and release of, all claims and equity
interests against Raytech.  The Company's Certificate of
Incorporation was amended and restated in accordance with the Plan
providing for authority to issue up to 55 million shares of stock,

Note A, continued


of which 50 million is common and 5 million is preferred.  In
settlement of the estimated amount of allowed claims of $7.2
billion, approximately 38 million shares of common stock were issued
and $2.5 million in cash was paid to the allowed unsecured creditors
and a commitment was made to pay to the PI Trust any and all refunds
of taxes paid or net reductions in taxes only resulting from the
transfer of equity to the PI Trust.  Settlement of the Raymark
claims resulted in forgiveness of the Raymark debt of $10.7 million
in full and a commitment of Raytech to backstop the Raymark Trustee
and related professional fees in the event the Raymark Trustee has
insufficient recovery of funds for such purposes up to $1 million.
Also, on the Effective Date, the Board of Directors was increased to
nine with one appointed by the equity committee and the remaining
directors appointed by the unsecured creditors' committee.

       As of the Effective Date of the Plan, the Company has adopted
fresh-start reporting principles in accordance with Statement of
Position 90-7, "Financial Reporting by Entities in Reorganization
Under the Bankruptcy Code."  Accordingly, the reorganization value
of the Company will be allocated to the Company's assets, and the
assets and liabilities will be stated at their fair values.  The
excess of the reorganization value over the specifically
identifiable assets will be reported as an intangible asset to be
amortized over future periods.  Based on preliminary appraisals, the
equity value of the Company immediately prior to the Effective Date
has been estimated at $165 million.  The discharge of the
liabilities subject to compromise will be reported as an
extraordinary item in the Company's second quarter Statement of
Operations.  See Note B for further discussion.

       In April 1996, the Indiana Department of Environmental
Management ("IDEM") advised Raybestos Products Company ("RPC"), a
wholly-owned subsidiary of the Company, that it may have contributed
to the release of lead and PCB's (polychlorinated biphenyls) found in
a drainage ditch near its Indiana facility.  In June 1996, IDEM named
RPC as a potentially responsible party ("PRP").  RPC notified its
insurers of the IDEM action and one insurer responded by filing a
complaint in January 1997 in the U.S. District Court, Southern
District of Indiana, captioned Reliance Insurance Company vs. RPC
seeking a declaratory judgment that any liability of RPC is excluded
from its policy with RPC.  In January 2000, the District Court
granted summary judgment to RPC, indicating that the insurer has a
duty to defend and indemnify losses stemming from the IDEM claim.
IDEM has turned the matter over to the U.S. Environmental Protection
Agency ("EPA"), and in April 2000, the EPA issued a subpoena for
information to determine compliance with federal environmental
regulations and in July 2000 proposed a consent order of
environmental response that was rejected by RPC.  In December 2000,
the EPA issued a Unilateral Administrative Order under CERCLA

Note A, continued


("Order") demanding removal of contaminated soils from the referenced
drainage ditch.  RPC has given notice that it intends to comply with
the Order and has designated a contractor and project coordinator as
required.  RPC is preparing a plan for implementing and carrying out
the cleanup Order.  Based on preliminary assessments, the Company has
estimated that the cost to comply with the Order will be in the range
of $3 million to $6 million and has a liability in the amount of $3
million recorded at April 1, 2001.  It is at least reasonably
possible that the preliminary assessment of estimated costs to comply
with the Order may be modified as the project progresses.  A
receivable from Reliance Insurance Company will be recorded when the
Company has determined that it is probable that such recovery will be
realized.  Insurance funds in the amount of $.5 million were received
in April 2001, but issues concerning certain aspects of the insurance
coverage continue.

       In January 1997, Raytech was named through a subsidiary in a
third party complaint captioned Martin Dembinski, et al. vs. Farrell
Lines, Inc., et al. vs. American Stevedoring, Ltd., et al. filed in
the U.S. District Court for the Southern District of New York for
damages for asbestos-related disease and subsequently removed to the
U.S. District Court, Eastern District of Pennsylvania.  This case
will be transferred to the PI Trust pursuant to the Plan.

       In December 1998, a subsidiary of the Company filed a complaint
against a former administrative financial manager of Advanced
Friction Materials Company ("AFM") in the U.S. District Court,
Eastern District of Michigan, captioned Raytech Composites, Inc. vs.
Richard Hartwick, et ux. alleging that he wrongfully converted
Company monies in his control to his own use and benefit in an amount
greater than $3.3 million prior to the April 1998 completion of the
acquisition of AFM as discussed in the following paragraph.  In
December 1999, the District Court ruled on summary judgment in favor
of Raytech on its claim against Hartwick in the amount of $3.33
million.  A constructive trust had been ordered by the Court
providing ownership to Raytech of four real estate properties
purchased by Hartwick with the converted funds.  The four properties
have been sold resulting in a net recovery of $1.337 million.  In May
2000, Hartwick pled guilty to embezzlement and was sentenced for 2 to
15 years in the Michigan State Penitentiary.  A restitution order was
granted to the Company in the amount of $1.33 million.

       In April 1998, AFM redeemed 53% of its stock from the former
owner for a formulated amount of $6.044 million, $3.022 million paid
at closing and the balance of $3.022 million payable by note in three
equal annual installments resulting in the Company attaining 100%
ownership of AFM.  In April 1999, an adversary proceeding was filed
in the Connecticut Bankruptcy Court against the former owner
captioned Raytech Corporation, et al. vs. Oscar E. Stefanutti, et al.
to recover $1.5 million of the amount paid for the AFM stock and to

Note A, continued


obtain a declaratory judgment that the balance of $3.022 million is
not owed based upon the judgment that a fraud was perpetrated upon
the Company related to the Hartwick case referenced above.  In
September 1999, the Bankruptcy Court granted jurisdiction of the case
but exercised discretionary abstention to enable the Court to focus
on issues impeding the Plan confirmation.  In June 1999, the former
owner filed an action against the Company in a County Court in
Michigan captioned Oscar E. Stefanutti, et al. vs. Raytech Automotive
Components Company to enforce payment of the note.  Discovery has
been completed, and cross motions for summary judgment are being
considered by the Court.  A trial date has been rescheduled for July
2001.

       In December 1998, the trustee of Raymark, Raytech and the
Raytech creditors' committee joined in filing an adversary proceeding
(complaint) against Craig R. Smith, et al. (including relatives,
business associates and controlled corporations) alleging a
systematic stripping of assets belonging to Raymark in an elaborate
and ongoing scheme perpetrated by the defendants.  The alleged
fraudulent scheme extended back to the 1980's and continued up to
this action and has enriched the Smith family by an estimated $12
million and has greatly profited their associates, while depriving
Raymark and its creditors of nearly all of its assets amounting to
more than $27 million.  Upon motion of the plaintiffs, the Bankruptcy
Court issued a temporary restraining order stopping Mr. Smith and all
defendants from dissipating, conveying, encumbering or otherwise
disposing of any assets, which order was amended several times and
became a preliminary injunction, which remains in effect.  The
reference to the Bankruptcy Court has been withdrawn, and the matter
is now being litigated in the U.S. District Court in Connecticut.  A
motion for summary judgment was filed by the plaintiffs and was ruled
upon in part in March 2000.  The ruling granted plaintiffs summary
judgment on several of the counts but denied summary judgment with
respect to the claims against Mr. Smith for the stripping of assets
from Raymark and its creditors for the reason that there was
insufficient evidence of insolvency of Raymark, giving plaintiffs
standing to file the claim.  On March 30, 2001, the Court granted
plaintiff's motion for reconsideration and ruled on summary judgment
that as of May 1997 Raymark was insolvent and that defendants (Smith,
et al.) as fiduciaries owed a duty to Raymark's creditors.  The Court
further ruled that the transfer of $8.5 million of funds,
specifically earmarked for tort claims, to Smith related entities was
a breach of that fiduciary duty, was a fraudulent transfer and was an
unjust enrichment to the Smith family.  Final judgment will be
granted following hearings on remedies now underway.



<PAGE>
Note B - Pro Forma Information


       Although the Plan became effective on April 18, 2001, for
accounting purposes, the Effective Date of the Plan is considered to
be April 3, 2001.  The condensed consolidated financial statements
for the first quarter of 2001 do not reflect any adjustments related
to this event.

       The following pro forma condensed consolidated financial
information of the Company illustrates the presently estimated
financial effects of the implementation of the Company's Plan of
Reorganization and its adoption of fresh start reporting principles
as contained in the American Institute of Certified Public
Accountants' Statement of Position No. 90-7, "Financial Reporting by
Entities in Reorganization Under the Bankruptcy Code."  The value of
the Company as determined in the Plan of Reorganization will be
allocated to the Company's net assets in conformity with the
procedures specified by Accounting Principles Board Opinion No. 16,
"Business Combinations."  Pro forma statements of operations for the
year ended December 31, 2000 and the thirteen weeks ended April 1,
2001 have been presented as if the Company had emerged from Chapter
11 bankruptcy proceedings and adopted fresh start reporting as of
January 3, 2000, the first day of fiscal 2000.  Pro forma balance
sheet as of April 1, 2001 is presented as if the effectiveness of the
Plan of Reorganization had occurred and the Company adopted fresh
start reporting.

       The pro forma adjustments are based on available information and
certain assumptions that the Company believes are reasonable under
the circumstances.  Allocations are subject to valuations as of the
Effective Date based on appraisals and other studies, which are
currently in process.  Accordingly, the final allocations may differ
from the amounts reflected herein and, as a consequence, impact
reported operating results and financial condition.  The estimated
equity value of the Company for purposes of these pro forma
statements was $165 million.

       The unaudited pro forma statements do not purport to represent
what the Company's results of operations would have been if the
emergence from bankruptcy had occurred as of January 3, 2000, nor are
they necessarily indicative of the results for any future periods.
In addition, the results of operations do not give effect to certain
non-recurring charges (increases in inventory values) resulting from
the application of fresh start reporting.

<PAGE>
Note B, continued


                          Raytech Corporation
       Pro Forma Condensed Consolidated Balance Sheet (Unaudited)
                             April 1, 2001
                             (in thousands)


<TABLE>
<CAPTION>


                                                    Effect of Plan of
                                                     Reorganization
                                                     and Fresh Start    Pro Forma
                                         Historic      Reporting         Results

<S>                                    <C>            <C>               <C>
ASSETS
Current assets
  Cash and cash equivalents            $  11,732       $  (2,500)(a)    $   9,232
  Trade accounts receivable               29,207                           29,207
  Inventories                             32,590           4,000 (b)       36,590
  Income taxes receivable                   -             32,000 (c)       32,000
  Other current assets                     7,759                            7,759
      Total current assets                81,288          33,500          114,788

Net property, plant and equipment         82,138                 (d)       82,138
Intangible assets                         19,298         (18,923)(e)          375
Deferred income taxes                    137,202        (101,011)(f)       36,191
Reorganization value in excess
  of amounts allocable to
  identifiable assets                       -             86,699 (g)       86,699
Other assets                               2,957                            2,957
Total assets                           $ 322,883       $     265        $ 323,148
</TABLE>




Note B, continued

<TABLE>
<CAPTION>

                           Raytech Corporation
    Pro Forma Condensed Consolidated Balance Sheet (Unaudited)(cont.)
                              April 1, 2001
                             (in thousands)





                                                    Effect of Plan of
                                                     Reorganization
                                                     and Fresh Start    Pro Forma
                                         Historic      Reporting         Results

<S>                                   <C>             <C>               <C>
LIABILITIES
Current liabilities
  Notes payable and current
    portion of long-term debt         $   12,144      $                 $  12,144
  Raymark debt                            10,709          (10,709)(h)        -
  Accounts payable                        14,220                           14,220
  Accrued liabilities                     20,854            4,000 (i)      24,854
  Deferred income taxes                     -               1,600 (f)       1,600
  Income taxes payable to PI Trust          -              32,000 (c)      32,000
      Total current liabilities           57,927           26,891          84,818

Liabilities subject to
  compromise                           7,211,433       (7,211,433)(j)        -
Long-term debt                             8,536                            8,536
Postretirement benefits
  other than pensions                     13,404              500 (k)      13,904
Pension obligations                         -              12,600 (k)      12,600
Deferred payable to the PI Trust            -              29,000 (c)      29,000
Other long-term liabilities                9,290                            9,290
Total liabilities                      7,300,590       (7,142,442)        158,148
COMMITMENTS & CONTINGENCIES

SHAREHOLDERS' (DEFICIT) EQUITY
Capital stock
  Common stock                             5,651           35,879 (l)      41,530
Additional paid in capital                70,631           52,839 (l)     123,470
Accumulated deficit                   (7,047,926)       7,047,926 (m)        -
Accumulated other
  comprehensive loss                      (1,502)           1,502 (m)        -
                                      (6,973,146)       7,138,146         165,000
Less treasury shares at cost              (4,561)           4,561 (m)        -
      Total shareholders'
        (deficit) equity              (6,977,707)       7,142,707         165,000
Total liabilities and
  shareholders' (deficit) equity     $   322,883      $       265       $ 323,148
</TABLE>


<PAGE>
Note B, continued

<TABLE>
<CAPTION>
                           Raytech Corporation
  Pro Forma Condensed Consolidated Statement of Operations (Unaudited)
               for the Fiscal Year Ended December 31, 2000
                             (in thousands)

                                                    Effect of Plan of
                                                     Reorganization
                                                     and Fresh Start    Pro Forma
                                         Historic      Reporting         Results
<S>                                   <C>              <C>            <C>
Net sales                             $   239,532      $              $   239,532
Cost of sales                            (180,043)                       (180,043)

  Gross profit                             59,489                          59,489

Selling, general and administrative
  expenses                                (32,274)         (7,848)(e)(g)  (40,122)
  Operating profit                         27,215          (7,848)         19,367

Interest expense - Raymark                   (262)            262 (h)        -
Interest expense                           (1,956)                         (1,956)
Other income, net                           1,344                           1,344

Income before provision for asbestos
  litigation, provision for
  environmental and other claims,
  income taxes and minority interest       26,341          (7,586)         18,755

Provision for asbestos litigation,
  environmental and other claims       (7,210,250)      6,998,250 (j)    (212,000)

Loss before income taxes and
  minority interest                    (7,183,909)      6,990,664        (193,245)
Income tax benefit                        126,422         (79,875)(f)      46,547
Loss before minority interest          (7,057,487)      6,910,789        (146,698)

Minority interest                          (1,491)                         (1,491)

Net loss                              $(7,058,978)    $ 6,910,789     $  (148,189)

Basic earnings per share              $ (2,015.40)    $  2,011.83 (n) $     (3.57)

Diluted earnings per share            $ (2,015.40)    $  2,011.83 (n) $     (3.57)

</TABLE>


<PAGE>
Note B, continued

<TABLE>
<CAPTION>

                           Raytech Corporation
  Pro Forma Condensed Consolidated Statement of Operations (Unaudited)
               for the Thirteen Weeks Ended April 1, 2001
                             (in thousands)



                                                    Effect of Plan of
                                                     Reorganization
                                                     and Fresh Start    Pro Forma
                                         Historic      Reporting         Results

<S>                                     <C>             <C>             <C>

Net sales                               $ 55,205        $               $  55,205
Cost of sales                            (43,811)                         (43,811)

  Gross profit                            11,394                           11,394

Selling, general and
   administrative expenses                (7,742)         (1,966)(e)(g)    (9,708)
  Operating profit                         3,652          (1,966)           1,686

Interest expense                            (374)                            (374)
Interest expense - Raymark                   (70)             70 (h)          -
Other income, net                            290                              290

Income before provision
  for income taxes and
  minority interest                        3,498          (1,896)           1,602
Provision for income taxes                (1,469)            (30)(f)       (1,499)
Income before minority interest            2,029          (1,926)             103

Minority interest                           (314)                            (314)

Net income (loss)                       $  1,715        $ (1,926)       $    (211)

Basic earnings per share                $    .49        $   (.49)(n)    $     -

Diluted earnings per share              $    .48        $   (.48)(n)    $     -  
<PAGE>
Note B, continued
</TABLE>

The explanation of the "Effect of Plan of Reorganization and Fresh Start
Reporting" column of the  pro forma statements is as follows:

a) Cash and cash equivalents have been adjusted to reflect the amount of cash
   that was paid to the unsecured creditors in accordance with the Plan.

b) Finished goods and work-in-progress inventories have been written up to their
   estimated net selling prices less costs to complete, cost of disposal and a
   reasonable profit allowance for completing and selling effort as required by
   fresh start reporting.

c) Income taxes receivable and income taxes payable reflect the payable to the
   PI Trust of current tax recoveries in accordance with the Plan.  Additional
   tax recoveries to be received in future periods are shown as deferred tax
   assets and a deferred payable to the PI Trust.

d) Property, plant and equipment has not been adjusted to reflect the estimated
   values of the assets under fresh start reporting as an asset appraisal is not
   yet available.

e) The unamortized balance of goodwill and the related amortization expense
   have been eliminated in accordance with fresh start reporting.  Amortization
   expense amounted to $822 for the year ended December 31, 2000 and $201 for
   the quarter ended April 1, 2001.

f) Deferred tax assets and liabilities have been adjusted for the settlement
   of the liabilities subject to compromise and the recording of deferred taxes
   relating to the differences in book and tax bases of assets after applying
   fresh start reporting.  The Company is using a statutory tax rate of 42%,
   which is consistent with the historic rate used at April 1, 2001.

g) Reorganization value in excess of amounts allocable to identifiable assets
   was established in accordance with fresh start reporting.  It is estimated
   that the reorganization value in excess of amounts allocable to identified
   assets will be amortized on a straight line basis over 10 years.
   Amortization expense amounted to $8,670 for the year ended December 31, 2000
   and $2,167 for the quarter ended April 1, 2001.

h) Raymark debt and related interest expense has been canceled to reflect the
   resolution of the claims on the Effective Date.

i) Accrued liabilities have been adjusted for the penalties due relating to the
   Raymark pension plans and the $1 million backstop commitment (see Note A).

j) Liabilities Subject to Compromise and the related expense have been adjusted
   to reflect the settlement of the claims for cash, shares in the reorganized
   company and tax recoveries in accordance with the Plan.


<PAGE>
k) The pension and post retirement benefits other than pensions have been
   adjusted to include the Raymark pension and retirees' liabilities and
   present values of future obligations in accordance with fresh start
   reporting.

l) Common stock and additional paid in capital reflect adjustments for the
   issuance of 90% of the outstanding shares to the unsecured creditors in
   accordance with the Plan and the retirement of the treasury shares.

m) The accumulated deficit, accumulated other comprehensive loss and treasury
   shares (which have been retired) have been eliminated as required by fresh
   start reporting.

n) Earnings per share has been adjusted to reflect the issuance of an additional
   38 million shares of common stock to the unsecured creditors in accordance
   with the Plan.  Pro forma common shares issued and outstanding used for the
   earnings per share calculation were 41.530 million.


<PAGE>
NOTE C - CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

         In the opinion of management, the accompanying condensed
unaudited consolidated historic financial statements contain all
adjustments necessary to fairly present the financial position of
Raytech as of April 1, 2001 and the results of operations and cash
flows for the thirteen weeks ended April 1, 2001 and April 2, 2000.
All adjustments are of a normal recurring nature.  The year-end
condensed consolidated historic balance sheet data was derived from
audited financial statements but does not include all disclosures
required by accounting principles generally accepted in the United
States of America.  The condensed unaudited consolidated pro forma
financial statements are more fully described in Note B.  The
financial statements contained herein should be read in conjunction
with the financial statements and related notes filed on Form 10-K for
the year ended December 31, 2000.



NOTE D - INVENTORIES

          Net, inventories consist of the following:

                              April 1, 2001   December 31, 2000

         Raw material           $  9,206         $ 10,685
         Work in process           7,578            8,165
         Finished goods           15,806           14,472

                                $ 32,590         $ 33,322

NOTE E - EARNINGS PER SHARE
<TABLE>
<CAPTION>

                                             For the 13 Weeks Ended
                                       April 1, 2001     April 2, 2000

<S>                                    <C>             <C>
Basic EPS Computation

Numerator:

  Net income                           $    1,715       $     4,820

Denominator:

  Weighted average shares               3,519,313         3,480,904

Basic earnings per share               $      .49       $      1.38



Diluted EPS Computation

Numerator:

  Net income                           $    1,715        $    4,820

Denominator:

  Weighted average shares               3,519,313         3,480,904

  Dilutive potential common shares         18,133            65,335

  Adjusted weighted average shares
    and equivalents                     3,537,446         3,546,239

Diluted earnings per share             $      .48        $     1.36



Options to purchase 487,550 and 495,000 shares of common stock at
$4.25 were outstanding during the thirteen weeks ended April 1, 2001
and April 2, 2000, respectively, but were not included in the
computation of diluted earnings per share because the option's exercise
price was greater than average market price of the common shares.

See Notes A and B regarding the effect of the Company's plan of
reorganization.
</TABLE>


<PAGE>
Note F - Segment Reporting


         The Company's operations are categorized into three business
segments based on management structure, product type and distribution
channel as described below.

   The Wet Friction segment produces specialty engineered products for
   heat resistant, inertia control, energy absorption and transmission
   applications.  The Company markets its products to automobile
   original equipment manufacturers, heavy duty original equipment
   manufacturers, as well as farm machinery, mining, truck and bus
   manufacturers.

   The Dry Friction segment produces engineered friction products,
   primarily used in original equipment automobile and truck
   transmissions.  The clutch facings produced by this segment are
   marketed to companies who assemble the manual transmission systems
   used in automobiles and trucks.

   The Aftermarket segment produces specialty engineered products
   primarily for automobile and lift truck transmissions.  In addition
   to these products, this segment markets transmission filters and
   other transmission related components.  The focus of this segment is
   marketing to warehouse distributors and certain retail operations in
   the automotive aftermarket.

Information relating to operations by industry segment follows:


<PAGE>
NOTE F, continued


OPERATING SEGMENTS
<TABLE>
<CAPTION>

                                               For the 13 Weeks Ended
                                        April 1, 2001         April 2, 2000
<S>                                       <C>                   <C>
Wet Friction
Net sales to external
  customers                               $ 34,073              $ 44,049
Intersegment net sales (1)                   2,974                 3,137
Total net sales                           $ 37,047              $ 47,186

Operating profit (2)                      $  1,327              $  6,362

Aftermarket
Net sales to external
  customers                               $ 13,101              $ 15,017
Intersegment net sales (1)                      10                     8
Total net sales                           $ 13,111              $ 15,025

Operating profit (2)                      $  2,109              $  2,599

Dry Friction
Net sales to external
  customers                               $  8,031              $  8,409
Intersegment net sales (1)                     116                   316
Total net sales                           $  8,147              $  8,725

Operating profit (2)                      $    754              $  1,009

Corporate

Operating loss (2,3)                      $   (692)             $   (864)

Total Segments
Net sales to external
  customers                               $ 55,205              $ 67,475
Intersegment net sales (1)                   3,100                 3,461
Total net sales                           $ 58,305              $ 70,936


Consolidated operating profit (2)         $  3,498              $  9,106

<FN>
(1)  The Company records intersegment sales at an amount negotiated between the
     segments.  All intersegment sales are eliminated in consolidation.
(2)  The Company's management reviews the performance of its reportable segments
     on an operating profit basis, which consists of income before taxes and
     minority interest.
(3)  Represents compensation and related costs for employees of the
     Company's corporate headquarters, professional fees, shareholder
     fees and public relations expenses.
</TABLE>



<PAGE>
Note G - Income Taxes


         The effective tax rate for the thirteen-week period ended
April 1, 2001 was 42%, which is the same tax rate used in the same
period in the prior year.  The rate differs from the statutory federal
rate principally because of state and foreign taxes.

        Total deferred tax assets and liabilities at April 1, 2001,
net of the valuation allowance, amounted to $139.5 million.  As
discussed in Notes A and B, when the Company applies fresh start
reporting, the net deferred tax asset will be adjusted accordingly.

        The Company has in process an Internal Revenue Service tax
audit for the fiscal years 1996 through 1999.  The IRS has proposed
disallowance of $9.9 million of bankruptcy related costs from 1996
through 1998, which are included in the indemnification agreement with
Raymark.  The Company has deducted approximately $17.0 million of such
costs through April 1, 2001 and continues to believe these costs are
deductible.  The ultimate resolution of the Company's liability, if
any, is dependent on the interpretation of a complex set of facts and
applicable legal precedents.  While the Company and its advisors
believe the Company's position is supported by the facts and the weight
of the legal precedents, it is reasonably possible, through a different
factual analysis and application of countervailing legal authority,
that a final determination could be adverse to the Company.  As such,
the Company intends to contest the proposed disallowance and has not
recorded any related provisions.  Should the IRS ultimately prevail in
its claim, an adjustment related to prior year tax accruals would be
required.



Note H - Recently Issued Accounting Pronouncement


  Effective January 1, 2001, the Company adopted SFAS No. 133
"Accounting for Derivative Instruments and Hedging Activities," as
amended by SFAS No. 138, "Accounting for Certain Derivative Instruments
and Certain Hedging Activities."  SFAS NO. 133, as amended, establishes
accounting and reporting standards for derivative instruments,
including certain derivative instruments embedded in other contracts,
and for hedging activities.  The statement requires that an entity
recognize all derivatives as either assets or liabilities in the
statement of financial position and measure those instruments at fair
value.  Management has completed its analysis relating to the adoption
of these statements and has included the effects of this adoption in
the 2001 financial statements.  The impact of the adoption of SFAS No.
133 was not material.


<PAGE>
ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         CONDITION AND RESULTS OF OPERATIONS


     In preparing the discussion and analysis required by the Federal
Securities Laws, it is presumed that users of the interim financial
information have read or have access to the discussion and analysis for
the preceding fiscal year.

Results of Operations and Liquidity and Capital Resources

     Raytech Corporation entered the first quarter of 2001 awaiting
certain events which would allow the confirmed Second Amended Plan of
Reorganization("Plan") to become effective.  All of the requisites were
fulfilled on April 18, 2001, and Raytech Corporation emerged from
bankruptcy.  The financial impact of this event is described in Notes A
and B to the unaudited Condensed Consolidated Financial Statements.

     Raytech Corporation recorded net income for the thirteen-week
period ended April 1, 2001 of $1.7 million or $.49 per basic share as
compared to $4.8 million or $1.38 per basic share for the same period
in the prior year.  The reduced earnings were due primarily to the slow
U.S. economy and the significantly lower automobile production for
Raytech's original equipment manufacturing customers.  As detailed
below, the Wet Friction segment was hardest hit, recording lower sales
of $10.2 million compared to 2000, a decline of 21.6%.

     The Aftermarket segment was also negatively affected by the poor
economy, which is reflected in the reduced sales of $1.9 million
compared to the same period in 2000, a reduction of 12.7%.

Net Sales

     Worldwide net sales of $55.2 million for the thirteen-week
period ended April 1, 2001 were less than net sales for the same
period in the prior year of $67.5 million by $12.3 million or
18.2%.

     The Wet Friction segment reported sales of $37 million in the
first quarter of 2001 compared to $47.2 million for the same period
in the prior year, a decline of $10.2 million or 21.6%.
Approximately 50% of the reduced sales in this segment were due to
lower demand from the automotive original equipment customers as
the demand for new cars and light trucks was lower in the first
quarter of 2001 compared with the prior year first quarter.
Additionally, the production of new cars and light trucks was
further affected by the apparent desire of the Big 3 U.S.
automobile manufacturers to reduce inventory levels.  In the North
American market, light vehicle production fell approximately 20%
period-over-period.  In addition to the decline in automobile
original equipment sales, this segment was also affected by the
loss of a portion of the business of a heavy duty customer.  This

<PAGE>
loss of business to foreign competition accounted for approximately
$5.1 million or 50% of the sales decline period-over-period.

     The Aftermarket segment reported sales of $13.1 million for
the thirteen-week period ended April 1, 2001 compared to $15.0
million for the same period in 2000, a decrease of $1.9 million or
12.7%.  The sales decline was due to a variety of issues, most
significantly the softness in the U.S. economy and the automobile
sector in particular.  Further, the competitive issues in this
market segment have continued from the prior year.

     The Dry Friction segment recorded sales of $8.1 million for
the first quarter of 2001 compared to $8.7 million for the same
period in the prior year, a decline of $.6 million or 6.9%.  The
German operation, which represents over 92% of the sales of this
segment, reported sales of DM16 million in the first quarter of
2001 compared to DM16.3 million in the same period in the prior
year.  The reduced sales for this segment is substantially due to
the decline in the deutsch mark period-over-period.

Gross Profit

     Gross profit as a percentage of sales for the thirteen-week
period ended April 1, 2001 was 20.6% as compared to 26.8% for the
same period in the prior year, a decrease of 6.2 percentage points.
The reduced gross profit is a direct result of the reduced sales
volume experienced by Raytech in the first quarter of 2001 compared
to 2000.  The decrease in sales period-over-period was $12.3
million.  The resulting decrease in gross profit is caused
primarily by under absorbed overhead.

Selling, General and Administrative

     Selling, general and administrative expenses decreased 11.5%
to $7.7 million, as compared to $8.7 million in the first quarter
of the prior year.  The decrease is attributable to lower salary
expenses and employee reductions.

Interest Expense

     Interest expense, excluding Raymark interest, for the period
of $.4 million is $.1 million less than the same period in the
prior year amount of $.5 million, a reduction of 20%.  The
reduction in interest expense is due to the reduction in the
interest rate on domestic bank debt period-over-period of 1%.


<PAGE>
Operating Profits

     The following discussion of operating results by industry
segment relates to information contained in Note E - Segment
Reporting in the Notes to Condensed Consolidated Financial
Statements. Operating profit is income before income taxes and
minority interest.

     Operating profit decreased $5.6 million or 61.5% in the first
quarter of 2001 to $3.5 million as compared to $9.1 million in the
first quarter of 2000.  The decline in operating profit, as more
fully explained below, was due to the reduced sales of $12.3
million as compared to the same period in the prior year.

     The Wet Friction segment posted operating profit of $1.3
million in the first quarter of 2001 as compared to $6.4 million in
2000, a decline of $5.1 million or 80%.  The decline in sales of
this segment of 21.6%, or $10.2 million, and the resulting
underabsorption of overhead, was the primary cause of the reduced
operating profit in this segment; a more detailed discussion of
sales is contained in the "Net Sales" section of this report.
Raytech Corporation has taken certain steps to address the
decreased operating profit in this segment, including reductions in
both the hourly and salaried work force, wage and new hire
containment programs and a stronger focus on reducing material
costs.

     The cost containment programs outlined above are in place in
all segments of Raytech.

     The Aftermarket segment recorded an operating profit in the
first quarter of $2.1 million, which was less than the prior year
amount of $2.6 million by $.5 million or 19.2%.  The reduced
operating profit reflects the impact of the lower sales, compared
period to period of $1.9 million.

     The Dry Friction segment recorded operating profit of $.8
million compared to $1.0 million in the same period in the prior
year, a reduction of $.2 million or 20%.  The operating profit
decline is due substantially to negative currency translations.

Income Taxes

      The effective tax rate for the thirteen-week period ended
April 1, 2001 was 42%, which is the same tax rate used in the same
period in the prior year.  The rate differs from the statutory
federal rate principally because of state and foreign taxes.

     Total deferred tax assets and liabilities at April 1, 2001,
net of the valuation allowance, amounted to $139.5 million.  As
discussed in Notes A and B, when the Company applies fresh start
reporting, the net deferred tax asset will be adjusted accordingly.

     The Company has in process an Internal Revenue Service tax
audit for the fiscal years 1996 through 1999.  The IRS has proposed
disallowance of $9.9 million of bankruptcy related costs from 1996
through 1998, which are included in the indemnification agreement
with Raymark.  The Company has deducted approximately $17.0 million
of such costs through April 1, 2001 and continues to believe these
costs are deductible.  The ultimate resolution of the Company's
liability, if any, is dependent on the interpretation of a complex
set of facts and applicable legal precedents.  While the Company
and its advisors believe the Company's position is supported by the
facts and the weight of the legal precedents, it is reasonably
possible, through a different factual analysis and application of
countervailing legal authority, that a final determination could be
adverse to the Company.  As such, the Company intends to contest
the proposed disallowance and has not recorded any related
provisions.  Should the IRS ultimately prevail in its claim, an
adjustment related to prior year tax accruals would be required.

Outlook

     The statements continued in this Outlook section are based on
management's current expectations.  With the exception of the
historical information contained herein, the statements presented
in this Outlook section are forward-looking statements that involve
numerous risks and uncertainties.  Actual results may differ
materially.

     The reduced sales in the first quarter of 2001 in the
automotive equipment market are expected to continue through the
remainder of the 2001 year.  Additionally, the Company expects to
continue to face an increasingly competitive automotive environment
and a steady state for the demand in certain agricultural machine
products.  Our major customers in the automotive industry face an
increased competitive automotive environment which is likely to
continue to limit Raytech's pricing flexibility in the near term.
Although there are indications the Asian economies have begun to
stabilize, the Asian economic difficulties could have an
unfavorable effect on overall economic conditions in the U.S. and
Canada, where our major customers' sales are concentrated.

     With regard to the Company's agricultural equipment
operations, worldwide farm commodity prices remain at low levels.
In spite of these conditions, it is expected that retail demand for
agricultural equipment in 2001 will be at 2000 levels.  However,
the Company expects demand for certain heavy duty products will be
reduced through the remainder of 2001 based on a review of its
current order bank. In light of this outlook and the Company's
continuing commitment to aggressive asset management, production
schedules are being reviewed for 2001 to ensure the Company's
production meets demand.

     The Aftermarket segment has been negatively affected by the
slowing U.S. economy, which is reflected in the first quarter 2001
sales results.  The competitive pressures in this industry segment
are extreme as companies attempt to gain market share.  This market
is expected to remain below 2000 levels for the remainder of the
year.

     The Dry Friction segment continues to operate in a sluggish
European environment with unemployment remaining at high levels and
economic growth improving only marginally.  Sales are expected to
be near 2000 levels in terms of functional currency, with lower
sales reported due to unfavorable translation adjustments into U.S.
dollars.  The development of new market opportunities in Asia is
supported through the new production facility in China.  The
overall Asian economy continues to be negatively affected by the
weakened economies of Japan and other Asian countries.

     The Company's outlook for 2001 anticipates reduced sales with
lower operating income compared to 2000 results.  Maintaining
market share in the automotive original equipment market and the
continued introduction of new products for aftermarket distribution
are expected to be the drivers for performance.  Further, it is
anticipated that the dry friction operation in China will improve
the performance of that segment.

Financial Risks

     The Company is naturally exposed to various interest rate
risk and foreign currency risk in its normal course of business.

     The rates of interest on the various debt agreements range
from 2.5% to 10.75%.  The Company has not entered into any interest
rate management programs such as interest rate swaps or other
derivative type transactions.  The amount of exposure which could
be created by increases in rates is not considered significant by
management.

Liquidity and Capital Resources

     The Company's cash and cash equivalents totaled $11.7 million
at April 1, 2001 compared to $13.9 million at December 31, 2000.
Capital investment for the three-month period totaled $2.7
million.  The level of capital investment is consistent with
planned expenditures in both periods.

     As discussed in Note A, the Company was required to pay the
unsecured creditors $2.5 million on April 18, 2001 as part of the
terms of the Plan.  In addition, settlement of the Raymark claims
resulted in forgiveness of the Raymark debt of $10.7 million on
April 18, 2001.

     The Company uses collateralized lines of credit and term
loans for funding  purposes in the United States.  As of April 1,
2001, the outstanding balances from domestic available lines of
credit are $4.2 million, with $8.5 million available in additional
borrowings.  The outstanding balance on the term-loan at April 1,
2001 is $4.5 million.  The Company's foreign subsidiaries have
outstanding balances from available lines of credit amounting to
$3.5 million with available unused lines of credit amounting to $.6
million, which expire upon demand.  The outstanding balance on the
term notes at April 1, 2001 total $5.1 million.  The Company
believes that cash provided by operations will provide sufficient
liquidity to meet its funding requirements.

Safe Harbor Statement

     Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995:  Statements under the "Outlook" heading above and
other statements herein that relate to future operating periods are
subject to important risks and uncertainties that could cause actual
results to differ materially.  Forward-looking statements relating to
the Company's businesses involve certain factors that are subject to
change, including the many interrelated factors that determine consumer
confidence, including worldwide demand for automotive and heavy duty
products, general economic conditions, the environment, actions of
competitors in the various industries in which the Company competes;
production difficulties, including capacity and supply constraints;
dealer practices; labor relations; interest and currency exchange rates
(including the effect of conversion to and from the euro); technological
difficulties; accounting standards, and other risks and uncertainties.
Further information, including factors that potentially could materially
affect the Company's financial results, is included in the Company's
filings with the Securities and Exchange Commission.


Future Liquidity

     See Part II - Item 1 Legal Proceedings.

     The future liquidity will be affected by the Second Amended Plan
of Reorganization ("Plan") and certain liabilities recorded during 2000,
which are classified as "Liabilities Subject to Compromise."  Included
in these liabilities are certain amounts relating to environmental and
asbestos personal injury claims that were extinguished upon the transfer
of Raytech stock to the claimants in April 2001, as fully discussed in
Note A to the unaudited Condensed Consolidated Financial Statements.
Also included in the liabilities subject to compromise are $16 million
for the Raymark pension and $2.5 for certain other Raymark retiree
benefits.  These liabilities will remain as obligations of Raytech.

     The Plan also sets forth a Tax Refund Assignment Agreement between
the Company and the Personal Injury Trust, which provides for the tax
benefits received by the Company due to the reorganization to be passed
onto the Personal Injury Trust as received, subject to a holdback
provision.  The Plan also required that an amount of cash, which was

<PAGE>
determined at the Effective Date to be $2.5 million, be transferred to
the unsecured creditors.

     Management believes that the Company will generate sufficient cash
flow during 2001 to meet all of the Company's obligations arising in the
normal course of business, including anticipated capital investments and
all obligations of the Plan.

Recently Issued Accounting Pronouncement

     Effective January 1, 2001, the Company adopted SFAS No. 133
"Accounting for Derivative Instruments and Hedging Activities," as
amended by SFAS No. 138, "Accounting for Certain Derivative Instruments
and Certain Hedging Activities."  SFAS NO. 133, as amended, establishes
accounting and reporting standards for derivative instruments, including
certain derivative instruments embedded in other contracts, and for
hedging activities.  The statement requires that an entity recognize all
derivatives as either assets or liabilities in the statement of
financial position and measure those instruments at fair value.
Management has completed its analysis relating to the adoption of these
statements and has included the effects of this adoption in the 2001
financial statements.  The impact of the adoption of SFAS No. 133 was
not material.

Item 3.  Quantitative and Qualitative Disclosures About Market Risk

         See Item 2.
<PAGE>
                   PART II. OTHER INFORMATION


ITEM 1.  LEGAL PROCEEDINGS


       Raytech Corporation ("Raytech" or the "Company") was
incorporated in June, 1986 in Delaware and held as a subsidiary of
Raymark Corporation ("Raymark").  In October 1986, Raytech became
the publicly traded (NYSE) holding company of Raymark stock through
a triangular merger restructuring plan approved by Raymark's
shareholders whereby each share of common stock of Raymark was
automatically converted into a share of Raytech common stock. In May
1988, Raytech divested all of the Raymark stock.

       In accordance with the restructuring plan, Raytech, through its
subsidiaries, purchased certain non-asbestos businesses of Raymark
in 1987, including the Wet Clutch and Brake Division and Raybestos
Industrie-Produkte GmbH, a German subsidiary.  Representing part of
the consideration of the transactions, Raymark agreed to indemnify
Raytech for Raymark's liabilities, including asbestos,
environmental, pension and others.  Despite the restructuring plan
implementation and subsequent divestiture of Raymark, Raytech was
named a co-defendant with Raymark and other named defendants in
numerous asbestos-related lawsuits as a successor in liability to
Raymark.

       In an asbestos-related personal injury case captioned Raymond
A. Schmoll v. ACandS, Inc., et al. decided in October 1988 in a U.S.
District Court in Oregon, Raytech was ruled under Oregon equity law
to be a successor to Raymark's asbestos-related liability.  The
successor ruling was appealed by Raytech and in October 1992 the
Ninth Circuit Court of Appeals affirmed the District Court's
judgment on the grounds stated in the District Court's opinion.  The
effect of this decision extended beyond the Oregon District due to a
Third Circuit Court of Appeals decision in a related case cited
below wherein Raytech was collaterally estopped (precluded) from
relitigating the issue of its successor liability for Raymark's
asbestos-related liabilities.

       As the result of the inability of Raymark to fund Raytech's
cost of defense under the indemnity and to halt the asbestos-related
litigation, on March 10, 1989, Raytech filed a petition seeking
relief under Chapter 11 of Title 11, United States Code in the
United States Bankruptcy Court, District of Connecticut.  Under
Chapter 11, substantially all litigation against Raytech was stayed
while the debtor corporation and its non-filing operating
subsidiaries continued to operate their businesses in the ordinary
course.

       In June 1989 Raytech filed a class action in the Bankruptcy
Court captioned Raytech v. Earl White, et al. against all present
and future asbestos claimants seeking a declaratory judgment that it
not be held liable as a successor for the asbestos-related
liabilities of Raymark.  The U.S. District Court withdrew its
reference of the case to the Bankruptcy Court, and agreed to hear
and decide the case.  In September 1991, the U.S. District Court
issued a ruling dismissing the class action citing as a reason the
preclusive effect of the 1988 Schmoll case recited above under the
doctrine of collateral estoppel (conclusiveness of judgment in a
prior action), in which Raytech was ruled to be a successor to
Raymark's asbestos liability under Oregon law.  Upon a motion for
reconsideration, the U.S. District Court affirmed its prior ruling
in February 1992.  Also, in February 1992, the U.S. District Court
transferred the case to the U.S. District Court for the Eastern
District of Pennsylvania.  In February 1994, the U.S. District
Court's dismissal of the case was appealed, and in May 1995, the
Third Circuit Court of Appeals ruled that Raytech was collaterally
estopped (precluded) from relitigating the issue of its successor
liability as ruled in the 1988 Oregon case recited above, affirming
the U.S. District Court's ruling of dismissal.  A petition for a
writ of certiorari was denied by the U.S. Supreme Court in October
1995.  The ruling left the Oregon case, as affirmed by the Ninth
Circuit Court of Appeals, as the prevailing decision holding Raytech
to be a successor to Raymark's asbestos-related liabilities.

       As a result of the Court rulings recited above, in October,
1998 Raytech reached a tentative settlement with its creditors and
entered into a Memorandum of Understanding with respect to achieving
a consensual plan of reorganization (the "Plan").  Substantive
economic terms of the Memorandum of Understanding provided for all
general unsecured creditors including but not limited to all
asbestos and environmental claimants to receive 90% of the equity in
reorganized Raytech and any and all refunds of taxes paid or net
reductions in taxes owing resulting from the transfer of equity to
an asbestos personal injury trust (the "PI Trust") established under
the Bankruptcy Code, and existing equity holders in Raytech to
retain 10% of the equity in reorganized Raytech.  The Memorandum of
Understanding also required that an amount of cash estimated at $2.5
million would be transferred to the unsecured creditors.

       In order to comply with the mandatory estimation of all claims
against the debtor in the confirmation process, Raytech, the
creditors' committee and the Government agreed on the estimate of
the asbestos and Government claims, and accordingly, a motion was
filed in the Bankruptcy Court for an allowance of asbestos claims of
$6.760 billion and Government claims of $431.8 million for purposes
of voting and distribution under the terms of the Plan.  In March
2000, the Bankruptcy Court entered an interim order allowing such
amounts as general unsecured claims subject to an objection period
through June 2000 and the completion of the initial vote of the Plan
of confirmation in July 2000.  As a result of the resolution of the
objections raised with only a slight modification to the Plan and
the overwhelming favorable response to the initial vote, management
was substantially certain that the Plan would be confirmed and that
the estimate of the $7.2 billion of allowed claims would be finally
approved by the Bankruptcy Court.  Accordingly, Raytech recorded a
charge and related liability in the financial statements in the
amount of $7.2 billion for the estimated amount of allowed claims in
the second quarter of 2000.  Such estimations were recorded as
liabilities subject to compromise since it was expected that the
distributions under the Plan with respect to such claims would be
lesser amounts consisting of a 90% equity distribution in
reorganized Raytech at the effective date pursuant to the Plan.

       In 1999, the Bankruptcy Court ("Court") issued rulings on
adversary actions brought by Raymark retirees and pensioners seeking
rights as claimants for benefits from Raytech on the basis of
successor liability.  As to the pensioners, the Court ruled that
Raytech has the liability as a successor to Raymark.  The decision
was appealed, and the U.S. District Court affirmed the ruling.  The
resulting recorded charge and related liability, estimated at $16
million, was recorded in the second quarter of 2000 and is no longer
subject to compromise due to the appellate decision.  As to the
retirees, the Court ruled that the Raymark Trustee's termination of
the retirees benefit plans was justified and thus the post-termination
liability thereafter could not be transferred to
Raytech.  In response to the bar date set for filing claims in 1999,
approximately 700 retirees filed claims.  A charge for the estimated
amount of allowed claims of $2.5 million was recorded in the fourth
quarter of 2000.

       On August 31, 2000, the Bankruptcy Court confirmed Raytech's
Plan, which confirmation was affirmed by the U.S. District Court on
September 13, 2000.  The Plan contained several conditions to the
occurrence of the effective date of the Plan ("Effective Date").
All conditions under the confirmation of the Plan were subsequently
met, and the Effective Date occurred on April 18, 2001, resulting in
Raytech emerging from bankruptcy at that date.  On the Effective
Date, a channeling injunction ordered by the Bankruptcy Court
pursuant to Section 524(g) of the Bankruptcy Code has and will
permanently and forever stay, enjoin and restrain any asbestos-related
claims against Raytech and subsidiaries, thereby channeling
such claims to the PI Trust for resolution.  On the Effective Date,
the rights afforded and the treatment of all claims and equity
interests in the Plan were in exchange for and in complete
satisfaction, discharge and release of, all claims and equity
interests against Raytech.  The Company's Certificate of
Incorporation was amended and restated in accordance with the Plan
providing for authority to issue up to 55 million shares of stock,
of which 50 million is common and 5 million is preferred.  In
settlement of the estimated amount of allowed claims of $7.2
billion, approximately 38 million shares of common stock were issued
and $2.5 million in cash was paid to the allowed unsecured creditors
and a commitment was made to pay to the PI Trust any and all refunds
of taxes paid or net reductions in taxes only resulting from the
transfer of equity to the PI Trust.  Settlement of the Raymark
claims resulted in forgiveness of the Raymark debt of $10.7 million
in full and a commitment of Raytech to backstop the Raymark Trustee
and related professional fees in the event the Raymark Trustee has
insufficient recovery of funds for such purposes up to $1 million.
Also, on the Effective Date, the Board of Directors was increased to
nine with one appointed by the equity committee and the remaining
directors appointed by the unsecured creditors' committee.

       As of the Effective Date of the Plan, the Company has adopted
fresh-start reporting principles in accordance with Statement of
Position 90-7, "Financial Reporting by Entities in Reorganization
Under the Bankruptcy Code."  Accordingly, the reorganization value
of the Company will be allocated to the Company's assets, and the
assets and liabilities will be stated at their fair values.  The
excess of the reorganization value over the specifically
identifiable assets will be reported as an intangible asset to be
amortized over future periods.  Based on preliminary appraisals, the
equity value of the Company immediately prior to the Effective Date
has been estimated at $165 million.  The discharge of the
liabilities subject to compromise will be reported as an
extraordinary item in the Company's second quarter Statement of
Operations.  See Note B for further discussion.

       In April 1996, the Indiana Department of Environmental
Management ("IDEM") advised Raybestos Products Company ("RPC"), a
wholly-owned subsidiary of the Company, that it may have contributed
to the release of lead and PCB's (polychlorinated biphenyls) found in
a drainage ditch near its Indiana facility.  In June 1996, IDEM named
RPC as a potentially responsible party ("PRP").  RPC notified its
insurers of the IDEM action and one insurer responded by filing a
complaint in January 1997 in the U.S. District Court, Southern
District of Indiana, captioned Reliance Insurance Company vs. RPC
seeking a declaratory judgment that any liability of RPC is excluded
from its policy with RPC.  In January 2000, the District Court
granted summary judgment to RPC, indicating that the insurer has a
duty to defend and indemnify losses stemming from the IDEM claim.
IDEM has turned the matter over to the U.S. Environmental Protection
Agency ("EPA"), and in April 2000, the EPA issued a subpoena for
information to determine compliance with federal environmental
regulations and in July 2000 proposed a consent order of
environmental response that was rejected by RPC.  In December 2000,
the EPA issued a Unilateral Administrative Order under CERCLA
("Order") demanding removal of contaminated soils from the referenced
drainage ditch.  RPC has given notice that it intends to comply with
the Order and has designated a contractor and project coordinator as
required.  RPC is preparing a plan for implementing and carrying out
the cleanup Order.  Based on preliminary assessments, the Company has
estimated that the cost to comply with the Order will be in the range
of $3 million to $6 million and has a liability in the amount of $3
million recorded at April 1, 2001.  It is at least reasonably
possible that the preliminary assessment of estimated costs to comply
with the Order may be modified as the project progresses.  A
receivable from Reliance Insurance Company will be recorded when the
Company has determined that it is probable that such recovery will be
realized.  Insurance funds in the amount of $.5 million were received
in April 2001, but issues concerning certain aspects of the insurance
coverage continue.

       In January 1997, Raytech was named through a subsidiary in a
third party complaint captioned Martin Dembinski, et al. vs. Farrell
Lines, Inc., et al. vs. American Stevedoring, Ltd., et al. filed in
the U.S. District Court for the Southern District of New York for
damages for asbestos-related disease and subsequently removed to the
U.S. District Court, Eastern District of Pennsylvania.  This case
will be transferred to the PI Trust pursuant to the Plan.

       In December 1998, a subsidiary of the Company filed a complaint
against a former administrative financial manager of Advanced
Friction Materials Company ("AFM") in the U.S. District Court,
Eastern District of Michigan, captioned Raytech Composites, Inc. vs.
Richard Hartwick, et ux. alleging that he wrongfully converted
Company monies in his control to his own use and benefit in an amount
greater than $3.3 million prior to the April 1998 completion of the
acquisition of AFM as discussed in the following paragraph.  In
December 1999, the District Court ruled on summary judgment in favor
of Raytech on its claim against Hartwick in the amount of $3.33
million.  A constructive trust had been ordered by the Court
providing ownership to Raytech of four real estate properties
purchased by Hartwick with the converted funds.  The four properties
have been sold resulting in a net recovery of $1.337 million.  In May
2000, Hartwick pled guilty to embezzlement and was sentenced for 2 to
15 years in the Michigan State Penitentiary.  A restitution order was
granted to the Company in the amount of $1.33 million.

       In April 1998, AFM redeemed 53% of its stock from the former
owner for a formulated amount of $6.044 million, $3.022 million paid
at closing and the balance of $3.022 million payable by note in three
equal annual installments resulting in the Company attaining 100%
ownership of AFM.  In April 1999, an adversary proceeding was filed
in the Connecticut Bankruptcy Court against the former owner
captioned Raytech Corporation, et al. vs. Oscar E. Stefanutti, et al.
to recover $1.5 million of the amount paid for the AFM stock and to
obtain a declaratory judgment that the balance of $3.022 million is
not owed based upon the judgment that a fraud was perpetrated upon
the Company related to the Hartwick case referenced above.  In
September 1999, the Bankruptcy Court granted jurisdiction of the case
but exercised discretionary abstention to enable the Court to focus
on issues impeding the Plan confirmation.  In June 1999, the former
owner filed an action against the Company in a County Court in
Michigan captioned Oscar E. Stefanutti, et al. vs. Raytech Automotive
Components Company to enforce payment of the note.  Discovery has
been completed, and cross motions for summary judgment are being
considered by the Court.  A trial date has been rescheduled for July
2001.

       In December 1998, the trustee of Raymark, Raytech and the
Raytech creditors' committee joined in filing an adversary proceeding
(complaint) against Craig R. Smith, et al. (including relatives,
business associates and controlled corporations) alleging a
systematic stripping of assets belonging to Raymark in an elaborate
and ongoing scheme perpetrated by the defendants.  The alleged
fraudulent scheme extended back to the 1980's and continued up to
this action and has enriched the Smith family by an estimated $12
million and has greatly profited their associates, while depriving
Raymark and its creditors of nearly all of its assets amounting to
more than $27 million.  Upon motion of the plaintiffs, the Bankruptcy
Court issued a temporary restraining order stopping Mr. Smith and all
defendants from dissipating, conveying, encumbering or otherwise
disposing of any assets, which order was amended several times and
became a preliminary injunction, which remains in effect.  The
reference to the Bankruptcy Court has been withdrawn, and the matter
is now being litigated in the U.S. District Court in Connecticut.  A
motion for summary judgment was filed by the plaintiffs and was ruled
upon in part in March 2000.  The ruling granted plaintiffs summary
judgment on several of the counts but denied summary judgment with
respect to the claims against Mr. Smith for the stripping of assets
from Raymark and its creditors for the reason that there was
insufficient evidence of insolvency of Raymark, giving plaintiffs
standing to file the claim.  On March 30, 2001, the Court granted
plaintiff's motion for reconsideration and ruled on summary judgment
that as of May 1997 Raymark was insolvent and that defendants (Smith,
et al.) as fiduciaries owed a duty to Raymark's creditors.  The Court
further ruled that the transfer of $8.5 million of funds,
specifically earmarked for tort claims, to Smith related entities was
a breach of that fiduciary duty, was a fraudulent transfer and was an
unjust enrichment to the Smith family.  Final judgment will be
granted following hearings on remedies now underway.



<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

        (a)  EXHIBITS

             3(a)  Amended and Restated Certificate of
                   Incorporation of Raytech

             3(b)  Amended and Restated By-Laws of Raytech

        (b)  REPORTS ON 8-K

             None filed during the 1st quarter ended April 1, 2001.
             Filed on April 18, 2001

            Item 3. Bankruptcy or Receivership

             As previously reported, on March 10, 1989, Raytech
             Corporation (the "Company") filed a voluntary petition
             for relief under Chapter 11 of Title 11 of the United
             States Code (the "Bankruptcy Code") with the United
             States Bankruptcy Court for the District of Connecticut
             (the "Bankruptcy Court").  Since the petition date, the
             Company has operated its business as debtor in
             possession in accordance with the provisions of the
             Bankruptcy Code.

             On August 31, 2000, the Bankruptcy Court entered an
             Order Confirming Raytech Corporation's Second Amended
             Plan of Reorganization (the "Confirmation Order"), which
             confirmed the Company's Second Amended Plan of
             Reorganization (the "Plan").  The effective date of the
             Plan was delayed pending the satisfaction of certain
             conditions precedent.  On April 18, 2001, all pending
             conditions were met, and the Plan became effective,
             resulting in the Company emerging from bankruptcy.

             The Plan was proposed jointly by the Company, the
             Official Committee of Unsecured Creditors, the Guardian
             ad litem for Future Claimants, the Connecticut
             Department of Environmental Protection and the United
             States Environmental Protection Agency (the
             "Governments") and the Official Committee of Equity
             Holders in an agreement signed in October 1998
             providing for the basic terms of a consensual plan of
             reorganization.

             As previously disclosed, Orders of various courts have
             held the Company liable as a successor to Raymark
             Industries, Inc. for asbestos-related personal injury
             claims ("API Claims"), environmental claims of the
             Governments ("Environmental Claims"), and pension and
            
<PAGE>
retiree claims amounting to an estimated $7.2 billion
             in total liabilities.

             The Plan is based on a settlement providing for an
             exchange of allowed API Claims and allowed
             Environmental Claims for 90% of the common stock of
             the Company, as well as certain other consideration,
             with existing equity holders in the Company retaining
             10% of the common stock in the Company.  The
             additional stock has been listed on the New York
             Stock Exchange and issued in accordance with the
             Plan.  Also, in accordance with the Plan, all present
             and future API Claims are assumed and will be
             resolved by an independently administered claims
             trust (the "PI Trust").  A channeling injunction has
             been ordered by the Bankruptcy Court pursuant to
             Section 524(g) of the Bankruptcy Code, which
             permanently and forever stays, enjoins and restrains
             any asbestos-related claims against the Company,
             thereby channeling such claims to the PI Trust for
             resolution.

             The Plan provides for the classification and
             treatment of all claims and equity interests, and as
             of the Effective Date, April 18, 2001, the rights
             afforded and the treatment of all claims and equity
             interests in the Plan shall be in exchange for, and
             in complete satisfaction, discharge and release of,
             all such claims and equity interests.

             As of March 31, 2001, 3,519 million shares of the
             Company's common stock were issued and outstanding.
             On April 18, 2001, the Company issued 38.001 million
             shares of the reorganized Company under the terms of
             the confirmed Plan.  Of the total shares issued,
             34.758 million shares were issued to the PI Trust,
             2.531 million shares were issued to the Governments,
             and the remaining shares were issued to several other
             allowed claimants.  The total shares of the Company
             issued and outstanding as of April 18, 2001 is 41,529
             million.

             As a result of the effectiveness of the Plan, the
             Company has adopted fresh-start reporting principles
             in accordance with Statement of Position No. 90-7,
             "Financial Reporting by Entities in Reorganization
             Under the Bankruptcy Code."  Accordingly, the
             reorganization value of the Company will be allocated
             to the Company's assets and liabilities and will be
             stated at their present values.  The excess of the
             reorganization value over the specifically
             identifiable assets will be reported as an intangible
             asset to be amortized over future periods.  Based on
             preliminary appraisals, the reorganization value of
             the Company immediately prior to the effective date
             has been estimated at $150 million.  The discharge of
             the liabilities subject to compromise will be
             reported as an extraordinary item in the Company's
             future filings.

             As indicated above, pursuant to the Plan, the
             liabilities subject to compromise of approximately
             $7.1 billion, net of taxes, previously recorded by the
             Company were settled through the exchange of the
             Company's common stock.  Accordingly, these
             liabilities have been eliminated and the Company will
             recognize an extraordinary gain of $7.0 billion,
             before taxes, in its second quarter ending July 1,
             2001.  As a result of adopting fresh-start reporting,
             the Company's total stockholders' equity will be
             approximately $220 million.




    
<PAGE>
                          SIGNATURE


         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.

                                      RAYTECH CORPORATION


                                  By: /s/JOHN B. DEVLIN
                                      John B. Devlin
                                      Vice President, Treasurer
                                      and Chief Financial Officer

Date: May 14, 2001