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                                                                   Exhibit 13
                          ---------------------------

                                     Morton
                                   Industrial
                                  Group, Inc.

                                      1999
                                     Annual
                                     Report

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



                      Full-Service Contract Manufacturing




                          ---------------------------
                            Morton Industrial Group
                                      Logo
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<PAGE>

Morton Industrial Group, Inc.

Morton Industrial Group, Inc. is a contract manufacturer of highly engineered
components and subassemblies for industrial original equipment manufacturers.
Its products include metal fabrications, thermoformed and injection molded parts
for a broad range of industry segments which include the construction,
agricultural, aerospace, home appliance, computer equipment and recreation
vehicle industries. Morton's superior competitive strengths have resulted in
strong, focused relationships with its prestigious customer base. Its ten
manufacturing facilities are strategically located in the Midwestern and
Southeastern United States in close proximity to its customers' manufacturing
and assembly facilities. Morton's principal customers include B/E Aerospace,
Caterpillar Inc., Compaq Computer Corporation, Deere & Company, General Electric
Company, IBM Corporation and Polaris Industries.

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"Safe Harbor" Statement Under The Private Securities Legislation Reform Act Of
1995: This annual report contains "forward looking statements" within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, including statements containing the words
"anticipates," "believes," "intends," "estimates," "expects," "projects" and
similar words. The forward looking statements involve known and unknown risks,
uncertainties and other factors that may cause our actual results to be
materially different from any future results expressed or implied by such
forward looking statements. Such factors include, among others, the following:
the loss of certain significant customers; the cyclicality of our construction
and agricultural sales; risks associated with our acquisition strategy; general
economic and business conditions, both nationally and in the markets in which we
operate or will operate; competition; and other factors referenced in the
Company's reports and registration statements filed with the Securities and
Exchange Commission. Given these uncertainties, prospective investors are
cautioned not to place undue reliance on such forward looking statements. The
forward looking statements contained herein speak only of the Company's
expectation as of the date of this annual report. We disclaim any obligations to
update any such factors or publicly announce the result of any revisions to any
of the forward looking statements contained herein to reflect future events or
developments.

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                                  Ariel Image

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<PAGE>

Morton Industrial Group, Inc.'s mission is to own and operate highly respected
contract manufacturing suppliers who have significant relationships with
industrial original equipment manufacturers

                                       MORTON INDUSTRIAL  GROUP, INC., LOCATIONS

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map


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<TABLE>
<CAPTION>
MORTON CUSTOM PLASTICS LOCATIONS                  MORTON METALCRAFT CO. LOCATIONS
<S>                                               <C>
MIDWEST DIVISION                                  MIDWEST DIVISION
  2360 Grand Avenue, PO Box 65337                   1021 W. Birchwood Street
  West Des Moines, Iowa 50265                       Morton, Illinois  61550
  Phone: (515) 225-6707, Fax: (515) 225-9673        Phone: (309) 266-7176, Fax: (309) 263-1866

SOUTHEAST DIVISION                                  400 Detroit Avenue
  5685 Hwy. 49 South, PO Box 579                    Morton, Illinois  61550
  Harrisburg, North Carolina 28075-0579             Phone: (309) 263-3299, Fax: (309) 263-1854
  Phone: (704) 455-5191, Fax: (704) 455-5025

                                                    2223 W. Altorfer
  130 Morton Drive, PO Box 378                      Peoria, Illinois   61615
  St. Matthews, South Carolina 29135                Phone: (309) 589-8550, Fax: (309)589-8581
  Phone: (803) 655-6000, Fax: (803) 655-5678


CENTRAL DIVISION                                  SOUTHEAST DIVISION
  655 Industrial Drive, PO Box 1160                 2080 E. Williams Street
  Lebanon, Kentucky 40033                           Apex, North Carolina 27502
  Phone: (270) 692-0901, Fax: (270) 692-0411        Phone: (919) 363-1630, Fax: (919) 363-1103

FABRICATION DIVISION                                835 Salem Road
  5685 Hwy. 49 South, PO Box 579                    Welcome, North Carolina 27374
  Harrisburg, North Carolina 28075-0579             Phone: (336) 731-5700, Fax: (336) 731-8005
  Phone: (704) 455-5191, Fax: (704) 455-5025

                                                    534 Corbin Road
                                                    Honea Path, South Carolina 29654
                                                    Phone: (864) 369-1800, Fax: (864) 369-9022
</TABLE>

Our eleven manufacturing facilities in the Midwestern and Southeastern United
States are strategically located near our customers' manufacturing and
assembly facilities.

<PAGE>


To Our Shareholders and Employees:

1999 was a challenging second year for Morton Industrial Group, Inc. as we
responded to a depression in the significant agricultural sector of our
customer base. We did so while assimilating our four 1998 acquisitions and
finalizing the purchase of three additional strategically located plastics
facilities in the Southeast from Worthington Custom Plastics.

This difficult business environment resulted in dramatically lower demand for
metal fabrications and plastic components and subassemblies in our Midwest
facilities at a time when our overall leverage was higher than we would
prefer on an ongoing basis. In response, we right-sized each of our operating
facilities and re-evaluated their respective strategic relevance to our
long-term mission of,

          "OWNING AND OPERATING HIGHLY RESPECTED CONTRACT MANUFACTURING
          SUPPLIERS WHO HAVE SIGNIFICANT RELATIONSHIPS WITH INDUSTRIAL
          ORIGINAL EQUIPMENT MANUFACTURERS."

In an effort to reduce our overall debt, we elected to sell the assets of
Carroll George Inc., our Northwood, Iowa plastics facility.  Additionally,
our employees at every level of the organization have remained, in this
difficult business environment, committed to providing genuine value to our
existing customers. Their efforts were rewarded with a number of significant
new projects which will help to return us to profitability.

Morton Industrial Group, Inc., therefore, ended 1999 a leaner, more focused
company with reduced debt levels and higher market share with our key
customers.  In spite of a difficult financial year, we have stabilized as a
company operating eleven facilities in five states with over 2,200 employees.
 Adjusting for the divestiture, acquisition cost improvements, and one time
costs, our 1999 revenues and EBITDA were $228.8 million and $17.4 million
respectively. Even more importantly, we have moved through a challenging and
difficult business environment. The combination of an improved market and
the realization of cost reduction initiatives undertaken in 1999 give us
further confidence that 2000 will be an improved year over 1999.

LOOKING AHEAD, our two operating companies, Morton Metalcraft Co. and Morton
Custom Plastics, provide metal fabrications and plastic components and
subassemblies to a very prestigious customer base. Our customers, as
industry leaders, are strategically positioned to carry us into new business
opportunities. We remain committed to deepening our present customer
relationships, expanding our product offerings, and adding select
complementary customers to each of our operating facilities.

While 1999 was a challenging year financially, it was also a validation year
in many ways for Morton Industrial Group, Inc. We have validated our
industry selection, our customer relationships, our metal fabrications and
plastics expertise, and our employee and management dedication and willpower.
Having met the challenges of 1999, we remain confident in our strategic
direction and excited about our future.


William D. Morton
Chairman and Chief Executive Officer
Morton Industrial Group, Inc.
April 2000


<PAGE>

     A Focus on the Future

The manufacturing marketplace is constantly changing. And Morton Industrial
Group is changing with it by continually adopting new technologies and
techniques to keep our customers ahead of the curve in an increasingly
competitive global marketplace. As we move ahead, the business environment for
OEM manufacturers holds unlimited promise for companies that can anticipate and
satisfy market needs. That job is made easier with Morton Industrial Group as a
full-service contract manufacturing ally.



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<PAGE>

MORTON INDUSTRIAL GROUP BOARD OF DIRECTORS

WILLIAM D. MORTON, 52, served as Chairman, Chief Executive Officer and President
of Morton Metalcraft Co. from 1989 until its merger with MLX Corp in 1998. At
that time, he became Chairman, Chief Executive Officer and President of Morton
Industrial Group, Inc.

FRED W. BROLING, 64, has served as Chairman of the Board and Chief Executive
Officer of US Precision Glass Company since 1998. Mr. Broling served as Chairman
of the Board and Chief Executive Officer of Plastic Specialties & Technologies,
Inc. from 1983 to 1998 and PureTec Corporation from 1995 to 1998. Mr. Broling
became a director of Morton Metalcraft Co. in 1989 and, upon conclusion of the
Merger, became one of our directors and a member of the Compensation and Stock
Option Committee of the Board.

ALFRED R. GLANCY III, 62, has been Chairman and Chief Executive Officer of MCN
Energy Group Inc., a diversified global energy holding company, and its
predecessor, since 1984. Mr. Glancy, upon conclusion of the Merger, became one
of our directors and a member of the Compensation and Stock Option Committee of
the Board.

MARK W. MEALY, 43, has been a Managing Director of First Union Capital Markets
Corp. and its predecessor, Bowles Hollowell Conner & Co., an investment banking
firm and a division of First Union Capital Markets Corp., since 1989. Mr. Mealy
became a director of Morton Metalcraft Co. in 1995 and, upon conclusion of the
Merger, became one of our directors and a member of the Audit Committee of the
Board.

WILLEM F.P. DE VOGEL, 49, has been President since 1982 of Three Cities
Research, Inc., a firm engaged in the investment and management of private
capital. Mr. de Vogel, upon conclusion of the Merger, became one of our
directors and a member of the Audit Committee of the Board.


MORTON INDUSTRIAL GROUP MANAGEMENT TEAM

WILLIAM D. MORTON, 52, served as Chairman, Chief Executive Officer and President
of Morton Metalcraft Co. from 1989 until 1998. At that time, he became Chairman,
Chief Executive Officer and President of Morton Industrial Group, Inc.

THOMAS D. LAUERMAN, 45, joined Morton Industrial Group, Inc. in August, 1998 as
Vice President of Finance and Treasurer. Mr. Lauerman has over 20 years
experience in Finance and Administrative functions in manufacturing and is a
certified public accountant.

DARYL R. LINDEMANN, 45, became Vice President of Finance, Secretary and
Treasurer of Morton Metalcraft Co. in 1990. He also serves as Secretary of
Morton Industrial Group, Inc. Mr. Lindemann is a certified public accountant.

ROBERT J. JANECZKO, PH.D., 59, serves as President and Chief Operating Officer
of Morton Metalcraft Co. which he joined in June 1995. Prior to joining Morton
Metalcraft Co., Dr. Janeczko spent 14 years with Deere & Co. in Quality and
Supply Management.

PAUL J. SCHMITZ, 41, became President and Chief Operating Officer of Morton
Custom Plastics in July, 1998. Mr. Schmitz has over 20 years experience in the
Plastics and Composites industry. Mr. Schmitz served as Vice President and
General Manager of the Molding Compounds division of Cytec Industries, Inc. and
from 1993 to September 1997 was a General Manager of Fiberite Inc.



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                           6 Images Morton Metalcraft
                                   Locations

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<PAGE>

SHAREHOLDER INFORMATION


CORPORATE OFFICES
Morton Industrial Group, Inc.
1021 W. Birchwood Street, Morton, Illinois 61550
Phone: (309) 263-3300; Fax: (309) 263-3216

STOCK LISTING
The common stock of Morton Industrial Group, Inc. is
quoted on The NASDAQ Small Cap Market under the ticker symbol MGRP.

ANNUAL MEETING
The Annual Meeting of the Shareholders of Morton Industrial Group, Inc. will be
held at the Bertha Frank Performing Arts Center, located at 350 N. Illinois
Avenue in Morton, Illinois on Tuesday, June 13, 2000 at 11:00 a.m. (CDT)

STOCK TRANSFER AGENT AND REGISTRAR
For inquiries about stock transfers or address changes, Shareholders may
contact:
American Stock Transfer & Trust Co.
40 Wall Street, 46th Floor
New York, New York 10005
Phone: (800) 937-5449

INVESTOR RELATIONS
Shareholders and prospective investors are welcome to call or write with
questions or requests for additional information. Please direct inquiries to:
Kehoe, White, Van Negris & Company, Inc.
766 Madison Avenue
New York, New York 10021
Phone: (212) 396-0606, Fax: (212) 396-9025

INDEPENDENT AUDITORS
KPMG LLP, Indianapolis, Indiana

COUNSEL
Husch & Eppenberger LLC, Peoria, Illinois

ANNUAL REPORT ON FORM 10-K
Additional copies of this Annual Report and the Annual Report on form 10-K may
be obtained without charge by writing to the Company at the address listed
above. These reports are also available to the public on request as required by
the Securities and Exchange Commission (SEC). These statements have not been
reviewed or confirmed for accuracy or relevance by the SEC.


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                    6 Morton Custom Plastics Location Photos


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<PAGE>


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          Morton Industrial Group Logo


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Morton Industrial Group, Inc.
1021 W. Birchwood Street
Morton, Illinois 61550
Phone: (309) 263-3300, Fax (309) 263-3216
www.mortongroup.com