<PAGE>   1
 
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549
                                  FORM 10-K
 
(MARK ONE)
[X]        ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D)
               OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED NOVEMBER 29, 1997
                                 OR
[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D)
               OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE TRANSITION PERIOD FROM  ______________________________
COMMISSION FILE NUMBER 1-11024
 
                                 CLARCOR Inc.
 ---------------------------------------------------------------------------
            (Exact name of registrant as specified in its charter)
 
          DELAWARE                                                    36-0922490
-------------------------------                                 ----------------
(State or other jurisdiction of                                 (I.R.S. Employer
incorporation or organization)                               Identification No.)

2323 Sixth Street, P.O. Box 7007, Rockford, Illinois                       61125
----------------------------------------------------                  ----------
(Address of principal executive offices)                              (Zip Code)

Registrant's telephone number, including area code:                 815-962-8867

Securities registered pursuant to Section 12(b) of the Act:
 
<TABLE>
<CAPTION>
                                          NAME OF EACH EXCHANGE
          TITLE OF EACH CLASS              ON WHICH REGISTERED
          -------------------             ---------------------
<S>                                      <C>
Common Stock, par value $1.00 per share  New York Stock Exchange
Preferred Stock Purchase Rights
</TABLE>
 
Securities registered pursuant to Section 12(g) of the Act:
 
                                     None
             ----------------------------------------------------
                               (Title of Class)
 
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or such shorter period that the registrant
was required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days. Yes  X  No 
                                       ---    ---

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [x]
 
The aggregate market value (based on the closing price of registrant's Common
Stock on February 11, 1998 as reported on the New York Stock Exchange Composite
Transactions) of the voting stock held by non-affiliates of the registrant as at
February 11, 1998 is $452,317,264.
 
The number of outstanding shares of Common Stock, as of February 11, 1998 is
16,182,228 shares.
 
Certain portions of the registrant's 1997 Annual Report to Shareholders are
incorporated by reference in Parts I, II and IV. Certain portions of the
registrant's Proxy Statement dated February 18, 1998 for the Annual Meeting of
Shareholders to be held on March 24, 1998 are incorporated by reference in Part
III.
<PAGE>   2
 
                                     PART I
 
ITEM 1. DESCRIPTION OF BUSINESS.
 
     (a) General Development of Business
 
     CLARCOR Inc. ("CLARCOR") was organized in 1904 as an Illinois corporation
and in 1969 was reincorporated in the State of Delaware. As used herein, the
"Company" refers to CLARCOR and its subsidiaries unless the context otherwise
requires.
 
     The Company's fiscal year ends on the Saturday closest to November 30. For
fiscal year 1997, the year ended on November 29, 1997 and for fiscal year 1996,
the year ended on November 30, 1996. In this Form 10-K, all references to fiscal
years are shown to begin on December 1 and end on November 30 for clarity of
presentation.
 
     (i) Certain Significant Developments.
 
     Acquisition of United Air Specialists, Inc. On February 28, 1997, the
Company completed the acquisition of United Air Specialists, Inc. ("UAS")
located in Cincinnati, Ohio. This transaction was structured as a statutory
merger and accounted for as a pooling of interests. As a result of the
acquisition, UAS became a wholly-owned subsidiary of the Company. The Company
issued 1,081,741 shares of its common stock in exchange for all the shares of
UAS stock. Additionally, up to 127,561 shares of CLARCOR stock will be issued
upon the exercise of options previously granted by UAS.
 
     Under the requirements of pooling of interests accounting treatment, the
consolidated financial statements and accompanying notes and all amounts for the
periods presented in this Form 10-K have been restated (except for cash
dividends declared per share, which represent the historical dividends declared
by the Company) to include UAS. A one-time pre-tax charge of $3.0 million ($2.4
million net of tax) was recorded at February 28, 1997, to cover the costs of the
merger including legal and professional fees, non-compete agreements, and costs
to integrate the businesses of the two companies.
 
     UAS is engaged in the design, manufacture and sale of commercial and
industrial air cleaning systems, electrostatic fluid contamination control
equipment and high precision spraying equipment. For the fiscal year ended
November 30, 1996, UAS had net sales of approximately $39.0 million and net
earnings of approximately $1.0 million.
 
     Other. As reported previously, the Company sold its 5% interest in G.U.D.
Holdings Limited ("GUD") and recognized an after-tax gain on the sale of
approximately $1.1 million or $0.07 per share in the first quarter of 1997 and
$1.1 million or $0.07 per share in the fourth quarter of 1996. The Company
continues to market filtration products in Australia through a 50% joint venture
with GUD.
 
     Other business acquisitions in fiscal 1997 included Airklean Engineering
Pte. Ltd. ("Airklean"), a Singapore-based distributor of products sold by the
Company's Airguard Industries, Inc. ("Airguard") subsidiary; Ohio Air Filter, a
distributor in Toledo, Ohio; and The Filtair Company, a distributor in
Arlington, Texas. In addition, through Airklean, a manufacturing facility for
Airguard products is being developed in Johor Bahru, Malaysia. This facility is
expected to be operational in early 1998. None of these transactions had a
significant impact on the results of the Company in 1997 and each was a cash
transaction.
 
     In November 1997, the Company sold the assets of its Tube Division located
in Downers Grove, Illinois. The building in Downers Grove has not been sold, but
it is currently being offered for sale. The divestiture did not have a
significant impact on the results of the Company.
 
     In December 1997, the Company's Board of Directors approved a plan to
purchase up to 1,000,000 shares of CLARCOR common stock. At this time, the
Company has no immediate plans to repurchase any shares, but may do so in the
future to offset shares issued under employee benefit plans and as market
conditions warrant.
 
                                        2
<PAGE>   3
 
     (ii) Summary of Business Operations.
 
     During 1997, the Company conducted business in three principal industry
segments: (1) Engine/ Mobile Filtration, (2) Industrial/Environmental Filtration
and (3) Consumer Packaging.
 
     Engine/Mobile Filtration. Engine/Mobile Filtration includes filters for
oil, air, fuel, coolants and hydraulic fluids for trucks, automobiles,
construction and industrial equipment, locomotives, marine and agricultural
equipment.
 
     Industrial/Environmental Filtration. Industrial/Environmental Filtration
products are used primarily for commercial and industrial applications. The
segment's industrial and environmental products include air and antimicrobial
treated filters and high efficiency electronic air cleaners for commercial
buildings, factories, residential buildings, paint spray booths, gas turbine
systems, medical facilities, motor vehicle cabins, clean rooms, compressors and
dust collector systems.
 
     Consumer Packaging. Consumer Packaging products include a wide variety of
custom styled containers and packaging items used primarily by the food, spice,
drug, toiletries and chemical specialties industries. The segment's products
include lithographed metal containers, flat sheet decorated metal, combination
metal and plastic containers, plastic closures, composite containers and various
specialties, such as spools for wire and cable, dispensers for razor blades and
outer shells for dry cell batteries and film canisters.
 
     (b) Financial Information About Industry Segments
 
     Business segment information for the fiscal years 1995 through 1997 is
included on page 34 of the Company's 1997 Annual Report to Shareholders (the
"Annual Report"), is incorporated herein by reference and is filed as part of
Exhibit 13(a)(vi) to this 1997 Annual Report on Form 10-K ("1997 Form 10-K").
 
     (c) Narrative Description of the Business
 
ENGINE/MOBILE FILTRATION
 
     The Company's engine/mobile filtration products business is conducted by
the following wholly-owned subsidiaries: Baldwin Filters, Inc.; Clark Filter,
Inc.; Hastings Filters, Inc.; Baldwin Filters N.V.; and Baldwin Filters Limited.
In addition, the Company owns (i) 50% of Baldwin Filters (Aust.) Pty. Ltd., (ii)
90% of Filtros Baldwin de Mexico ("FIBAMEX"), (iii) 70% of Baldwin-Weifang
Filters Ltd., and (iv) 70% of Baldwin-Unifil S.A.
 
     The companies market a full line of oil, air, fuel, coolant and hydraulic
fluid filters. The Company's filters are used in a wide variety of applications
including engines and industrial equipment and in processes where effectiveness,
reliability and durability are essential. Impure air or fluid impinge upon a
paper, cotton, synthetic, chemical or membrane filter media with high absorption
characteristics which collects the impurities that are disposed of when the
filter is changed. The segment's filters are sold throughout the United States,
Canada and worldwide, primarily in the replacement market for trucks,
automobiles, locomotives, marine, construction, industrial and agricultural
equipment. In addition, some first-fit filters are sold to the original
equipment market.
 
INDUSTRIAL/ENVIRONMENTAL FILTRATION
 
     The Company's industrial/environmental filtration products business is
conducted by the following wholly-owned subsidiaries: Airguard Industries, Inc.;
Airklean Engineering Pte. Ltd.; Airguard Asia Sdn. Bhd.; United Air Specialists,
Inc.; and United Air Specialists (U.K.) Ltd.
 
     The companies market commercial and industrial air filters and systems,
electrostatic fluid contamination control equipment and high precision spraying
equipment. The air filters and systems remove contaminants from recirculated
indoor air and from process air which is exhausted outdoors. The products
represent a complete line of air cleaners with a wide range of uses for
maintaining high
 
                                        3
<PAGE>   4
 
quality standards in interior air and exterior pollution control. These products
are sold throughout the United States, Canada and worldwide.
 
CONSUMER PACKAGING
 
     The Company's consumer packaging products business is conducted by the
Consumer Packaging segment which includes the Company's wholly-owned subsidiary,
J. L. Clark, Inc. ("J. L. Clark").
 
     In fiscal 1997 over 1,500 different types and sizes of containers and metal
packaging specialties were manufactured for the Company's customers. Flat sheet
decorating is provided by use of state-of-the-art lithography equipment. Metal,
plastic and paper containers, combination metal/plastic containers and plastic
closures manufactured by the Company are used in packaging a wide variety of dry
and paste form products, such as food specialties (tea, spices, dry bakery
products, potato chips, pretzels, candy and other confections); beverages and
juices; cosmetics and toiletries; drugs and pharmaceuticals; and chemical
specialties (hand cleaners, soaps and special cleaning compounds). Metal
packaging specialties include shells for dry batteries, film canisters,
dispensers for razor blades, spools for insulated and fine wire, and custom
decorated flat steel sheets.
 
     Containers and metal packaging specialties are manufactured only upon
orders received from customers, and individualized containers and packaging
specialties are designed and manufactured, usually with distinctive decoration,
to meet each customer's marketing and packaging requirements and specifications.
 
DISTRIBUTION
 
     Engine/Mobile Filtration and Industrial/Environmental Filtration products
are sold primarily through a combination of over 3,300 independent distributors
and dealers for original equipment manufacturers.
 
     The engine/mobile segment also distributes filtration products worldwide
through each of its subsidiaries. Baldwin Filters N.V. and Baldwin Filters
Limited primarily serve the European markets. The Company's joint venture with
GUD, Baldwin Filters (Aust.) Pty. Ltd., markets heavy duty liquid and air
filters in Australia and New Zealand. FIBAMEX manufactures filters in Mexico
with distribution in Mexico and Central and South America. Through the Company's
investment in Baldwin-Weifang Filters Ltd., heavy duty filters are being
manufactured in China for distribution in China and Southeast Asia.
Additionally, through Baldwin-Unifil S.A., air filtration products are
manufactured in South Africa with distribution throughout South Africa, Great
Britain, Europe and the Middle East.
 
     The industrial/environmental segment also distributes and services
filtration products through company-owned branches and wholly-owned
subsidiaries. The branches are located throughout the United States and in
Germany, and the segment's subsidiaries are located in Singapore, Malaysia and
England.
 
     Consumer Packaging salespersons call directly on customers and prospective
customers for containers and packaging specialties. Each salesperson is trained
in all aspects of the Company's manufacturing processes with respect to the
products sold and as a result is qualified to consult with customers and
prospective customers concerning the details of their particular requirements.
 
CLASS OF PRODUCTS
 
     The percentage of the Company's sales volume contributed by each class of
similar products within the Company's Consumer Packaging segment which
contributed 10% or more of sales is as follows:
 
<TABLE>
<CAPTION>
                                                             1997    1996    1995
                                                             ----    ----    ----
<S>                                                          <C>     <C>     <C>
Containers...............................................     14%    15%     16%
</TABLE>
 
                                        4
<PAGE>   5
 
No class of products within the Company's Engine/Mobile Filtration segment or
the Industrial/ Environmental Filtration segment accounted for as much as 10% of
the total sales of the Company.
 
RAW MATERIAL
 
     Steel, filter media, aluminum sheet and coil, stainless steel, chrome
vanadium, chrome silicon, resins, roll paper, bulk and roll plastic materials
and cotton, wood and synthetic fibers and adhesives are the most important raw
materials used in the manufacture of the Company's products. All of these are
purchased or are available from a variety of sources. The Company has no
long-term purchase commitments. The Company did not experience shortages in the
supply of raw materials during 1997.
 
PATENTS
 
     Certain features of some of the Company's products are covered by domestic
and, in some cases, foreign patents or patent applications. While these patents
are valuable and important for certain products, the Company does not believe
that its competitive position is dependent upon patent protection.
 
CUSTOMERS
 
     The largest 10 customers of the Engine/Mobile Filtration segment accounted
for 18.3% of the $207,640,000 of fiscal year 1997 sales of such segment.
 
     The largest 10 customers of the Industrial/Environmental Filtration segment
accounted for 18.2% of the $111,491,000 of fiscal year 1997 sales of such
segment.
 
     The largest 10 customers of the Consumer Packaging segment accounted for
50.3% of the $75,133,000 of fiscal year 1997 sales of such segment.
 
     No single customer accounted for 10% or more of the Company's consolidated
1997 sales.
 
BACKLOG
 
     At November 30, 1997, the Company had a backlog of firm orders for products
amounting to approximately $43,400,000. The comparable backlog figure for 1996
was approximately $38,100,000. All of the orders on hand at November 30, 1997
are expected to be filled during fiscal 1998. The Company's backlog is not
subject to significant seasonal fluctuations.
 
COMPETITION
 
     The Company encounters strong competition in the sale of all of its
products. The Company competes in a number of filtration products markets
against a variety of competitors. The Company is unable to state its relative
competitive position in all of these markets due to a lack of reliable
industry-wide data. However, in the replacement market for heavy duty liquid and
air filters used in internal combustion engines, the Company believes that it is
among the top five measured by annual sales. In the replacement market for
industrial and environmental filtration products, the Company believes that it
is among the top five measured by annual sales. In addition, the Company
believes that it is a leading manufacturer of liquid and air filters for diesel
locomotives.
 
     In the Consumer Packaging segment, its principal competitors are
approximately 10 manufacturers whose specialty packaging segments are smaller
than the Company's and who often compete on a regional basis only. Strong
competition is also presented by manufacturers of paper, plastic and glass
containers. The Company's competitors generally manufacture and sell a wide
variety of products in addition to packaging products of the type produced by
the Company and do not publish separate sales figures relative to these
competitive products. Consequently, the Company is unable to state its relative
competitive position in those markets.
 
                                        5
<PAGE>   6
 
     The Company believes that it is able to maintain its competitive position
because of the quality and breadth of its products and services.
 
PRODUCT DEVELOPMENT
 
     The Company's Technical Centers and laboratories test filters, containers,
filter components, paints, inks, varnishes, adhesives and sealing compounds to
insure high quality manufacturing results, aid suppliers in the development of
special finishes and conduct controlled tests of finishes and newly designed
filters, air cleaning systems and containers being perfected for particular
uses. Product development departments are concerned with the improvement of
existing filters, air cleaning systems, consumer products and the creation of
new and individualized filters, containers and consumer products, in order to
broaden the uses of these items, counteract obsolescence and evaluate other
products available in the marketplace.
 
     During the fourth quarter of 1995, the Company added the Gas Turbine
Systems Business Unit for the development of inlet air filtration systems. In
1996, a new technical center was completed in Louisville, Kentucky to develop
new and redesigned environmental and industrial filtration products.
 
     In fiscal 1997, the Company employed 57 professional employees on a
full-time basis on research activities relating to the development of new
products or the improvement or redesign of its existing products. During this
period the Company spent approximately $3,991,000 on such activities as compared
with $3,600,000 for 1996 and $3,255,000 for 1995.
 
ENVIRONMENTAL FACTORS
 
     The Company is not aware of any facts which would cause it to believe that
it is in material violation of existing applicable standards respecting
emissions to the atmosphere, discharges to waters, or treatment, storage and
disposal of solid or hazardous wastes.
 
     The Company is party to various proceedings relating to environmental
issues. The U.S. Environmental Protection Agency (EPA) and/or other responsible
state agencies have designated the Company as a potentially responsible party
(PRP), along with other companies, in remedial activities for the cleanup of
waste sites under the federal Superfund statute.
 
     Environmental and related remediation costs are difficult to quantify for a
number of reasons including the number of parties involved, the difficulty in
determining the extent of the contamination, the length of time remediation may
require, the complexity of the environmental regulation and the continuing
advancement of remediation technology. Applicable federal law may impose joint
and several liability on each PRP for the cleanup. It is the opinion of
management, after consultation with legal counsel, that additional liabilities,
if any, resulting from these matters are not expected to have a material adverse
effect on the Company's financial condition or consolidated results of
operations.
 
     The Company does anticipate, however, that it may be required to install
additional pollution control equipment to augment existing equipment in the
future in order to meet applicable environmental standards. The Company is
presently unable to predict the timing or the cost of such equipment and cannot
give any assurance that the cost of such equipment may not have an adverse
effect on earnings. However, the Company is not aware, at this time, of any
current or pending requirement to install such equipment at any of its
facilities.
 
EMPLOYEES
 
     As of November 30, 1997, the Company had approximately 2,872 employees.
 
     (d) Financial Information About Foreign and Domestic Operations and Export
Sales
 
     Financial information relating to export sales and the Company's operations
in the United States and other countries is set forth on Page 34 of the Annual
Report and is incorporated herein by reference and filed as Exhibit 13(a)(vi) to
this 1997 Form 10-K. The Company is not aware of any unusual risks attendant to
the conduct of its operations in other countries.
                                        6
<PAGE>   7
 
ITEM 2. PROPERTIES.
 
     (i) Location
 
     The corporate office building located in Rockford, Illinois, houses the
Corporate offices and the Consumer Packaging segment headquarters offices in
22,000 square feet of office space.
 
     Engine/Mobile Filtration. The following is a description of the principal
properties owned and utilized by the Company in conducting its Engine/Mobile
Filtration business:
 
     The Baldwin Filters' Kearney, Nebraska plant contains 410,000 square feet
of manufacturing and warehousing space, 25,000 square feet of research and
development space, and 40,000 square feet of office space. It is located on a
site of approximately 40 acres. In addition, Baldwin has a capital lease for a
100,000 square foot manufacturing facility on a site of 20 acres in Gothenburg,
Nebraska.
 
     The Company also manufactures filters in Lancaster, Pennsylvania at its
Clark Filter plant. The building, constructed about 1968 on an 11.4 acre tract
of land, contains 168,000 square feet of manufacturing and office space and is
owned by the Company.
 
     Hastings Filters' manufacturing and distribution facilities are located in
Yankton, South Dakota and Knoxville, Tennessee. The Yankton facility has
approximately 100,000 square feet of floor space on a 21 acre tract and the
Knoxville facility has approximately 168,000 square feet of floor space on a 22
acre tract. An addition of 70,000 square feet to the Yankton facility was
completed in 1996. Both facilities are owned by the Company.
 
     The Company leases various facilities in other countries for the
manufacture and distribution of filtration products.
 
     Industrial/Environmental Filtration. The following is a description of the
principal properties owned and utilized by the Company in conducting its
Industrial/Environmental Filtration business:
 
     Airguard Industries has four manufacturing and warehousing locations. It
leases 318,000 square feet in New Albany, Indiana, 84,000 square feet in Corona,
California and 44,500 square feet in Dallas, Texas. The Airguard High Efficiency
Filter plant, located in Jeffersontown, Kentucky on a 7.5 acre tract of land,
contains 100,000 square feet of manufacturing and office facilities.
 
     Airguard sales outlets with warehousing are located in Louisville,
Kentucky; Cincinnati, Ohio; Toledo, Ohio; Nashville, Tennessee; Atlanta,
Georgia; Columbus, Ohio; Birmingham, Alabama; Arlington, Texas; Dallas, Texas;
and Corona, California. Airguard also has distribution centers in Wallingford,
Connecticut; New Albany, Indiana; Las Vegas, Nevada and Richmond, Virginia.
 
     United Air Specialists ("UAS") has three owned facilities. The offices and
primary manufacturing facility is located in Blue Ash, Ohio (a suburb of
Cincinnati), on approximately 17 acres of land. This facility was built in 1978
and was expanded in 1991 and 1993 to a total of approximately 157,000 square
feet. UAS also has sales office and manufacturing facilities in Warwick, England
which total approximately 13,200 square feet. UAS leases sales and service
facilities in Wallau, Germany; Phoenix, Arizona; Fremont, California; Fullerton,
California; Louisville, Kentucky; Troy, Michigan; Jackson, Mississippi, and
Houston, Texas.
 
     Consumer Packaging.  The following is a description of the principal
properties owned by the Company in conducting its Consumer Packaging business:
 
     The Company's J. L. Clark, Rockford, Illinois plant, located on 34 acres,
consists of one-story manufacturing buildings, the first of which was
constructed in 1910. Since then a number of major additions have been
constructed and an injection molding plant was constructed in 1972.
Approximately 429,000 square feet of floor area are devoted to manufacturing,
warehouse and office use. Of the 34 acres, approximately 12 are vacant. A 25,000
square foot addition to the injection molding facility was completed in January
1996.
 
     A J. L. Clark plant is located in Lancaster, Pennsylvania on approximately
11 acres. It consists of a two-story office building containing approximately
7,500 square feet of floor space and a
 
                                        7
<PAGE>   8
 
manufacturing plant and warehouse containing 236,000 square feet of floor space,
most of which is on one level. These buildings were constructed between 1924 and
1964.
 
     J. L. Clark is marketing for sale the Tube Division's manufacturing plant
located in Downers Grove, Illinois which is on a 5-acre tract of land. The
one-story building contains 58,000 square feet of floor space.
 
     The various properties owned by the Company are considered by it to be in
good repair and well maintained. All of the manufacturing facilities are
adequate for the current sales volume of the Company's products and can
accommodate expansion of production levels before significant plant additions
are required. However, in 1998 the Company expects to begin an expansion to its
Kearney, Nebraska facility.
 
     (ii) Function
 
     Engine/Mobile Filtration.  Oil, air, fuel, hydraulic fluid and coolant
filters are produced at the Baldwin and Hastings facilities in Kearney, and
Gothenburg, Nebraska and Yankton, South Dakota. Much of the Baldwin plant
equipment has been built or modified by Baldwin. The various processes of
pleating paper, winding cotton and synthetic fibers, placing the filter element
in a metal or fiber container and painting the containers are mechanized, but
require manual assistance. The plants also maintain an inventory of special dies
and molds for filter manufacture.
 
     Oil, air and fuel filters, primarily for use in the railroad industry, are
produced at Clark Filter in Lancaster, Pennsylvania.
 
     Industrial/Environmental Filtration.  Air filters for the industrial air
and environmental markets are produced in the Airguard facilities. Dust
collection systems, high efficiency electronic air cleaning systems and
precision spraying systems are designed and manufactured at the UAS facility in
Cincinnati, Ohio.
 
     Consumer Packaging.  The Company's metal and combination metal and plastic
packaging products are produced at J. L. Clark plants located in Rockford,
Illinois, and Lancaster, Pennsylvania. The Rockford and Lancaster plants are
completely integrated facilities which include creative and mechanical art
departments and photographic facilities for color separation, preparation of
multiple-design negatives and lithographing plates. Metal sheets are decorated
on high speed coating machines and lithographing presses connected with conveyor
ovens. Decorated sheets are then cut to working sizes on shearing equipment,
following which fabrication is completed by punch presses, can-forming and
can-closing equipment and other specialized machinery for supplementary
operations. Most tooling for fabricating equipment is designed and engineered by
the Company's engineering staffs, and much of it is produced in the Company's
tool rooms.
 
     Plastic packaging capabilities include printing and molding of irregular
shaped plastic containers and customized plastic closures. J. L. Clark has the
capability to mold and offset lithograph a one-piece irregular shaped semi-rigid
plastic container with a living hinge cover. A growing area of specialty is
custom-designed plastic closures for products which have tamper-evidence as well
as convenience features. J. L. Clark's distinctive plastic closures include the
combiTop(R) and the SST Series(TM) products.
 
ITEM 3. LEGAL PROCEEDINGS.
 
     The Company is involved in legal actions arising in the normal course of
business. After taking into consideration legal counsel's evaluation of such
actions, management is of the opinion that their outcome will not have a
material adverse effect on the Company's consolidated results of operations or
financial position.
 
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
 
     None.
 
                                        8
<PAGE>   9
 
ADDITIONAL ITEM: EXECUTIVE OFFICERS OF THE REGISTRANT
 
<TABLE>
<CAPTION>
                                                                 AGE AT     YEAR ELECTED
NAME                                                        11/30/97     TO OFFICE
----                                                        --------    ------------
<S>                                                             <C>         <C>
Lawrence E. Gloyd...........................................       65           1995
  Chairman of the Board and Chief Executive Officer. Mr.
Gloyd was elected President and Chief Operating Officer in
1986, President and Chief Executive Officer in 1988,
Chairman, President and Chief Executive Officer in 1991, and
Chairman of the Board and Chief Executive Officer in 1995.
Norman E. Johnson...........................................       49           1995
  President and Chief Operating Officer. Mr. Johnson has
been employed by the Company since 1990. He was elected
President-Baldwin Filters, Inc. in 1990, Vice
President-CLARCOR in 1992, Group Vice President-Filtration
Products Group in 1993, and President and Chief Operating
Officer in 1995.
Bruce A. Klein..............................................       50           1995
  Vice President-Finance and Chief Financial Officer. Mr.
Klein was employed by the Company and elected Vice
President-Finance and Chief Financial Officer on January 3,
1995.
David J. Anderson...........................................       59           1994
  Vice President-International/Corporate Development. Mr.
Anderson has been employed by the Company since 1990. He was
elected Vice President Marketing & Business Development for
the CLARCOR Filtration Products subsidiary in 1991, Vice
President-Corporate Development in 1993 and Vice
President-International/Corporate Development in 1994.
David J. Lindsay............................................       42           1995
  Vice President-Administration and Chief Administrative
Officer. Mr. Lindsay has been employed by the Company in
various administrative positions since 1987. He was elected
Vice President-Group Services in 1991, Vice
President-Administration in 1994 and Vice President-
Administration and Chief Administrative Officer in 1995.
William F. Knese............................................       49           1997
  Vice President, Treasurer. Mr. Knese has been employed by
the Company since 1979. He was elected Vice President,
Treasurer and Controller in 1991 and Vice President,
Treasurer in 1997.
Peter F. Nangle.............................................       36           1997
  Vice President-Information Services and Operations
Analysis, Chief Information Officer. Mr. Nangle has been
employed by the Company since 1993. He was elected Vice
President-Information Services in 1994 and Vice
President-Information Services and Operations Analysis,
Chief Information Officer in 1997.
Marcia S. Blaylock..........................................       41           1997
  Vice President, Controller and Corporate Secretary. Ms.
Blaylock has been an employee of the Company since 1974. She
was elected Assistant Secretary in 1994, Corporate Secretary
in 1995, Vice President and Corporate Secretary in 1996 and
Vice President, Controller and Corporate Secretary in 1997.
</TABLE>
 
     Each executive officer of the Company is elected for a term of one year
which begins at the Board of Directors Meeting at which he or she is elected,
held following the Annual Meeting of Shareholders, and ends on the date of the
next Annual Meeting of Shareholders or upon the due election and qualification
of his or her successor.
 
                                        9
<PAGE>   10
 
                                    PART II
 
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED SHAREHOLDER
MATTERS.
 
     The Company's Common Stock is listed on the New York Stock Exchange; it is
traded under the symbol CLC. The following table sets forth the high and low
market prices as quoted during the relevant periods on the New York Stock
Exchange and dividends paid for each quarter of the last two fiscal years.
 
<TABLE>
<CAPTION>
                                                                MARKET PRICE
                                                              ----------------
QUARTER ENDED                                                  HIGH      LOW    DIVIDENDS
-------------                                                  ----      ---    ---------
<S>                                                           <C>      <C>      <C>
March 1, 1997...............................................  $25 1/2  $21 1/2   $.1625
May 31, 1997................................................   24 7/8   20        .1625
August 30, 1997.............................................   27 5/16  23 1/2    .1625
November 29, 1997...........................................   31 3/16  26 1/16   .1650
                                                                                 ------
Total Dividends.............................................                     $.6525
                                                                                 ======
</TABLE>
 
<TABLE>
<CAPTION>
                                                                MARKET PRICE
                                                              ----------------
QUARTER ENDED                                                  HIGH      LOW    DIVIDENDS
-------------                                                  ----      ---    ---------
<S>                                                           <C>      <C>      <C>
March 2, 1996...............................................  $22 3/4  $19       $.1600
June 1, 1996................................................   22 1/4   18 5/8    .1600
August 31, 1996.............................................   25 1/8   19        .1600
November 30, 1996...........................................   22 5/8   20 3/8    .1625
                                                                                 ------
Total Dividends.............................................                     $.6425
                                                                                 ======
</TABLE>
 
     The approximate number of holders of record of the Company's Common Stock
at February 1, 1998 is 1,800. In addition, the Company believes that there are
approximately 6,000 beneficial owners whose shares are held in street names.
 
ITEM 6. SELECTED FINANCIAL DATA.
 
     The information required hereunder is set forth on pages 36 and 37 of the
Annual Report under the caption "11-Year Financial Summary," is incorporated
herein by reference and is filed as Exhibit 13a(ix) to this 1997 Form 10-K.
 
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATION.
 
     The information required hereunder is set forth on pages 17 through 20 of
the Annual Report under the caption "Financial Review," is incorporated herein
by reference and is filed as Exhibit 13a(x) to this 1997 Form 10-K.
 
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
 
     The Consolidated Financial Statements, the Notes thereto and the report
thereon of Coopers & Lybrand L.L.P., independent accountants, required hereunder
with respect to the Company and its consolidated subsidiaries are set forth on
pages 21 through 35, inclusive, of the Annual Report, are incorporated herein by
reference and are filed as Exhibits 13(a)(ii) through 13(a)(vii) to this 1997
Form 10-K.
 
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE.
 
     None.
 
                                       10
<PAGE>   11
 
                                    PART III
 
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
 
     Certain information required hereunder is set forth on pages 1 and 2 of the
Company's Proxy Statement dated February 18, 1998 (the "Proxy Statement") for
the Annual Meeting of Shareholders to be held on March 24, 1998 under the
caption "Election of Directors -- Nominees for Election to the Board" and is
incorporated herein by reference.
 
ITEM 11. EXECUTIVE COMPENSATION.
 
     The information required hereunder is set forth on pages 6 through 15
inclusive, of the Proxy Statement under the caption "Compensation of Executive
Officers and Other Information" and is incorporated herein by reference.
 
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
 
     The information required hereunder is set forth on pages 4 and 5 of the
Proxy Statement under the caption "Beneficial Ownership of the Company's Common
Stock" and is incorporated herein by reference.
 
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
 
     None.
 
                                    PART IV
 
ITEM 14. EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS ON FORM 8-K.
 
     (a) Financial Statements
 
     The following financial information is incorporated herein by reference to
the Company's Annual Report to Shareholders for the fiscal year ended November
30, 1997:
 
     *Consolidated Balance Sheets at November 30, 1997 and 1996
 
     *Consolidated Statements of Earnings for the years ended November 30, 1997,
1996 and 1995
 
     *Consolidated Statements of Shareholders' Equity for the years ended
      November 30, 1997, 1996 and 1995
 
     *Consolidated Statements of Cash Flows for the years ended November 30,
1997, 1996 and 1995
 
     *Notes to Consolidated Financial Statements
 
     *Report of Independent Accountants
 
     *Management's Report on Responsibility for Financial Reporting
------------------------------
*Filed herewith as part of Exhibit 13(a) to this 1997 Form 10-K
 
     The following items are set forth herein on the pages indicated:
 
Report of Independent Accountants..........................................  F-1
 
Financial Statement Schedules:
 
     II. Valuation and Qualifying Accounts.................................  F-2
 
     Financial statements and schedules other than those listed above are
omitted for the reason that they are not applicable, are not required, or the
information is included in the financial statements or the footnotes therein.
 
     (b) There were no Reports on Form 8-K filed during the fourth quarter of
the fiscal year ended November 30, 1997.
 
                                       11
<PAGE>   12
 
     (c) Exhibits
 
<TABLE>
<S>      <C>
 2.1     Agreement and Plan of Merger dated as of September 23, 1996,
         among CLARCOR Inc., CUAC Inc. and United Air Specialists,
         Inc. Incorporated by reference to Exhibit 2.1 to the
         Company's registration statement on Form S-4 (registration
         no. 333-19735) filed on January 14, 1997 (the "Registration
         Statement").
 
 3.1     The registrant's Restated Certificate of Incorporation.
         Incorporated by reference to Exhibit 3.1 to the Company's
         Annual Report on Form 10-K for the fiscal year ended
         November 30, 1983.
 
 3.1(a)  Amendment to ARTICLE NINTH of Restated Certificate of
         Incorporation. Incorporated by reference to Exhibit 3.1(a)
         to the Company's Annual Report on Form 10-K for the fiscal
         year ended November 30, 1988 (the "1988 10-K").
 
 3.1(b)  Amendment changing name of Registrant to CLARCOR Inc.
         Incorporated by reference to Exhibit 3.1(b) to the 1988
         10-K.
 
 3.1(c)  Amendment to ARTICLE FOURTH of the Restated Certificate of
         Incorporation. Incorporated by reference to Exhibit 3.1(c)
         to the Company's Annual Report on Form 10-K for the fiscal
         year ended November 30, 1990.
 
 3.2     The registrant's By-laws, as amended. Incorporated by
         reference to Exhibit 3.2 to the Company's Annual Report on
         Form 10-K for the fiscal year ended November 30, 1995.
 
 3.3     Certificate of Designation of Series B Junior Participating
         Preferred Stock of CLARCOR as filed with the Secretary of
         State of the State of Delaware on April 2, 1996.
         Incorporated by reference to Exhibit 4.5 to the Registration
         Statement.
 
 4.1     Stockholder Rights Agreement dated as of March 28, 1996
         between the registrant and the First Chicago Trust Company
         of New York. Incorporated by reference to Exhibit 4 to the
         Company's Current Report on Form 8-K filed April 3, 1996.
 
 4.2     The instruments defining the rights of holders of long-term
         debt securities of CLARCOR and its subsidiaries are omitted
         pursuant to Item 601(b)(4)(iii)(A) of Regulation S-K.
         CLARCOR hereby agrees to furnish copies of these instruments
         to the SEC upon request.
 
10.1*    The registrant's Deferred Compensation Plan for Directors.
 
10.2*    The registrant's Supplemental Retirement Plan.
 
10.2(a)  The registrant's 1994 Executive Retirement Plan.
         Incorporated by reference to Exhibit 10.2(a) to the
         Company's Annual Report on Form 10-K for the fiscal year
         ended December 3, 1994 ("1994 10-K").
 
10.2(b)  The registrant's 1994 Supplemental Pension Plan.
         Incorporated by reference to Exhibit 10.2(b) to the 1994
         10-K.
 
10.2(c)  The registrant's Supplemental Retirement Plan (as amended
         and restated effective December 1, 1994). Incorporated by
         reference to Exhibit 10.2(c) to the 1994 10-K.
 
10.3     The registrant's 1984 Stock Option Plan. Incorporated by
         reference to Exhibit A to the Company's Proxy Statement
         dated March 2, 1984 for the Annual Meeting of Shareholders
         held on March 31, 1984.
 
10.4     Employment Agreements with certain officers. Incorporated by
         reference to Exhibit 5 to the Company's Current Report on
         Form 8-K filed July 25, 1989.
 
10.4(a)  Form of Employment Agreement with each of David J. Anderson,
         Marcia S. Blaylock, Bruce A. Klein and Peter F. Nangle.
         Incorporated by reference to Exhibit 10.4(a) to the
         Company's Annual Report on Form 10-K for the fiscal year
         ended November 30, 1996.
 
10.4(b)  Employment Agreement with Lawrence E. Gloyd dated July 1,
         1997.
 
10.4(c)  Employment Agreement with Norman E. Johnson dated July 1,
         1997.
</TABLE>
 
                                       12
<PAGE>   13
<TABLE>
<S>      <C>
10.4(d)  Trust Agreement dated December 1, 1997.
 
10.4(e)  Executive Benefit Trust Agreement dated December 22, 1997.
 
10.5     The registrant's 1994 Incentive Plan. Incorporated by
         reference to Exhibit A to the Company's Proxy Statement
         dated February 24, 1994 for the Annual Meeting of
         Shareholders held on March 31, 1994.
 
10.5(a)  The registrant's First Amendment to the 1994 Incentive Plan.
         Incorporated by reference to Exhibit A to the Company's
         Proxy Statement dated February 18, 1998 for the Annual
         Meeting of Shareholders to be held on March 24, 1998.
 
11       Computation of Per Share Earnings.
 
13  (a)  The following items incorporated by reference herein from
         the Company's 1997 Annual Report to Shareholders ("1997
         Annual Report"), are filed as Exhibits to this Annual Report
         Form 10-K:
    (i)       Business segment information for the fiscal years 1995
              through 1997 set forth on page 34 of the 1997 Annual
              Report (included in Exhibit 13(a)(vi) -- Note O of
              Notes to Consolidated Financial Statements);
 
   (ii)       Consolidated Balance Sheets of the Company and its
              Subsidiaries at November 30, 1997 and 1996 set forth on
              page 21 of the 1997 Annual Report;
 
  (iii)       Consolidated Statements of Earnings of the Company and
              its Subsidiaries for the years ended November 30, 1997,
              1996 and 1995 set forth on page 22 of the 1997 Annual
              Report;
 
   (iv)       Consolidated Statements of Shareholders' Equity for the
              Company and its Subsidiaries for the years ended
              November 30, 1997, 1996 and 1995 set forth on page 23
              of the 1997 Annual Report;
 
    (v)       Consolidated Statements of Cash Flows of the Company
              and its Subsidiaries for the years ended November 30,
              1997, 1996 and 1995 set forth on page 24 of the 1997
              Annual Report;
 
   (vi)       Notes to Consolidated Financial Statements set forth on
              pages 25 through 34 of the 1997 Annual Report;
 
  (vii)       Report of Independent Accountants set forth on page 35
              of the 1997 Annual Report;
 
 (viii)       Management's Report on Responsibility for Financial
              Reporting set forth on page 35 of the 1997 Annual
              Report;
 
   (ix)       Information under the caption "11-Year Financial
              Summary" set forth on pages 36 and 37 of the 1997
              Annual Report; and
 
    (x)       Management's Discussion and Analysis of Financial
              Condition and Results of Operation set forth under the
              caption "Financial Review" on pages 17 through 20 of
              the 1997 Annual Report.
21       Subsidiaries of the Registrant.
 
23       Consent of Independent Accountants.
 
27       Financial Data Schedule.
</TABLE>
 
------------------------------
* Incorporated by reference to the Company's Annual Report on Form 10-K for the
  fiscal year ended November 30, 1984, in which each Exhibit had the same number
  as herein.
 
                                       13
<PAGE>   14
 
                                    SIGNATURES
 
     Pursuant to the requirements of Section 13 or 15(d) 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.
 
Date: February 18, 1998                   CLARCOR Inc.
                                          (Registrant)
 
                                          By:    /s/ LAWRENCE E. GLOYD
                                          --------------------------------------
                                                    Lawrence E. Gloyd
                                                  Chairman of the Board
                                                & Chief Executive Officer
 
     Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated.
 
Date: February 18, 1998  By:               /s/ LAWRENCE E. GLOYD
                              ------------------------------------------------
                                             Lawrence E. Gloyd
                                          Chairman of the Board &
                                    Chief Executive Officer and Director
 
Date: February 18, 1998  By:                 /s/ BRUCE A. KLEIN
                              ------------------------------------------------
                                               Bruce A. Klein
                                        Vice President -- Finance &
                                          Chief Financial Officer
 
Date: February 18, 1998  By                /s/ MARCIA S. BLAYLOCK
                              ------------------------------------------------
                                             Marcia S. Blaylock
                              Vice President, Controller, Corporate Secretary
                                         & Chief Accounting Officer
 
Date: February 18, 1998  By                   /s/ J. MARC ADAM
                              ------------------------------------------------
                                                J. Marc Adam
                                                  Director
 
Date: February 18, 1998  By                 /s/ MILTON R. BROWN
                              ------------------------------------------------
                                              Milton R. Brown
                                                  Director
 
Date: February 18, 1998  By                 /s/ CARL J. DARGENE
                              ------------------------------------------------
                                              Carl J. Dargene
                                                  Director
 
Date: February 18, 1998  By              /s/ DUDLEY J. GODFREY, JR.
                              ------------------------------------------------
                                           Dudley J. Godfrey, Jr.
                                                  Director
 
                                      14
<PAGE>   15
 
Date: February 18, 1998  By                /s/ NORMAN E. JOHNSON
                              ------------------------------------------------
                                             Norman E. Johnson
                                                  Director
 
Date: February 18, 1998  By              /s/ STANTON K. SMITH, JR.
                              ------------------------------------------------
                                           Stanton K. Smith, Jr.
                                                  Director
 
Date: February 18, 1998  By                   /s/ DON A. WOLF
                              ------------------------------------------------
                                                Don A. Wolf
                                                  Director
 
                                      15
<PAGE>   16
 
                      [This page intentionally left blank]
<PAGE>   17
 
                       REPORT OF INDEPENDENT ACCOUNTANTS
 
The Board of Directors and Shareholders
CLARCOR Inc.
Rockford, Illinois
 
     Our report on the consolidated financial statements of CLARCOR Inc. and
Subsidiaries has been incorporated by reference in this Form 10-K from page 35
of the 1997 Annual Report to Shareholders of CLARCOR Inc. In connection with our
audits of such financial statements, we have also audited the related financial
statement schedule listed on page 11 (index of exhibits) of this Form 10-K.
 
     In our opinion, the financial statement schedule referred to above, when
considered in relation to the basic financial statements taken as a whole,
presents fairly, in all material respects, the information required to be
included therein.
 
                                          COOPERS & LYBRAND L.L.P.
 
Chicago, Illinois
January 9, 1998
 
                                       F-1
<PAGE>   18
 
                                  CLARCOR INC.
 
                SCHEDULE II -- VALUATION AND QUALIFYING ACCOUNTS
 
              FOR THE YEARS ENDED NOVEMBER 30, 1997, 1996 AND 1995
                             (DOLLARS IN THOUSANDS)
 
<TABLE>
<CAPTION>
              COLUMN A                   COLUMN B           COLUMN C             COLUMN D      COLUMN E
-------------------------------------   ----------   -----------------------    ----------    ----------
                                                            ADDITIONS
                                                     -----------------------
                                                        (1)          (2)
                                        BALANCE AT   CHARGED TO   CHARGED TO                  BALANCE AT
                                        BEGINNING    COSTS AND      OTHER                       END OF
             DESCRIPTION                OF PERIOD     EXPENSES     ACCOUNTS     DEDUCTIONS      PERIOD
-------------------------------------   ----------   ----------   ----------    ----------    ----------
<S>                                     <C>          <C>          <C>           <C>           <C>
1997:
Allowance for losses on accounts
  receivable.........................     $2,007        $696         $ 58(A)       $655(B)      $2,106
                                          ======        ====         ====          ====         ======
1996 (Restated)(C):
Allowance for losses on accounts
  receivable.........................     $1,846        $568         $ --          $407(B)      $2,007
                                          ======        ====         ====          ====         ======
1995 (Restated)(C):
Allowance for losses on accounts
  receivable.........................     $1,722        $635         $ --          $511(B)      $1,846
                                          ======        ====         ====          ====         ======
</TABLE>
 
NOTES:
 
(A) Due to acquisition addition in 1997.
 
(B) Bad debts written off during year, net of recoveries.
 
(C) Prior period amounts have been restated to reflect the results of United Air
    Specialists, Inc. under the requirements of pooling of interests accounting.
 
                                       F-2