UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549
                                    FORM 10-K

(Mark One)
  X      ANNUAL REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE  ACT
-----    OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000

         TRANSITION  REPORT  UNDER   SECTION  13 OR  15(d)  OF  THE   SECURITIES
------   EXCHANGE ACT OF 1934 FOR THE TRANSITION  PERIOD  FROM _____ to _______


                         COMMISSION FILE NUMBER 0-18434

                            REINHOLD INDUSTRIES, INC.
    -----------------------------------------------------------------------
             (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)

     Delaware                                          13-2596288
--------------------------------------------------------------------------------
(STATE OR OTHER JURISDICTION OF                     (I.R.S. EMPLOYER
 INCORPORATION OR ORGANIZATION)                      IDENTIFICATION NO.)

 12827 East Imperial Hwy, Santa Fe Springs, California                   90670
--------------------------------------------------------------------------------
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES)                              (ZIP CODE)

Registrant's telephone number, including area code  (562) 944-3281

CLASS A COMMON STOCK, PAR VALUE $.01                   OTC BULLETIN BOARD
-------------------------------------               ----------------------------
   (Title of each class)                            (Name   of  each exchange on
                                                     which registered)

Securities registered under Section 12(g) of the Exchange Act: NONE
--------------------------------------------------------------------------------

Indicate by check mark whether the registrant (1) filed all reports  required to
be filed by  section 13 or 15(d) of the  exchange  act during the past 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 [ ]

Check if disclosure of delinquent  filers pursuant to Item 405 of Regulation S-B
is not contained in this form, and no disclosure will 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  of  the  voting  and  non-voting  stock  held  by
non-affiliates of the registrant as of March 15, 2001 was $17,584,000.

The  number  of shares of common  stock  outstanding  as of March 15,  2001 were
2,198,058.

Documents incorporated in part by reference:

Reinhold Industries, Inc. 2000 Annual Report to Stockholders -  Parts I, II
Reinhold Industries, Inc. Proxy Statement - Part III



<PAGE>


PART I

Item  1.  BUSINESS

         Reinhold  Engineered  Plastics,  the  forerunner  to  today's  Reinhold
Industries,  Inc.,  was  founded in 1928.  The purpose of the  business  was the
molding of components from Bakelite,  the first  commercially  available polymer
molding material.

         In the 1940's,  Reinhold  was a pioneer in making some of the  earliest
fiberglass  plastic  components  for the aircraft  industry  such as radomes and
antenna covers.

         In the early 1950's, with the advent of the missile industry,  Reinhold
moved into the newly created field of ablative  composites.  Ablative composites
are fiber  reinforced  polymer  structures  which  absorb,  as they  decay,  the
destructive thermal energy generated by burning rocket propellants or hypersonic
re-entry. This field became Reinhold's core business for decades to come.

         In the 1970's,  the molding of  structures  from  fiberglass  polyester
Sheet Molding  Compound (SMC) was a new and growing industry in the Eastern U.S.
Reinhold was  convinced  that the potential of the SMC material was broad enough
that markets in the West could be found and  developed.  These markets  included
swimming pool filter tanks and in-ground lighting housings.

         From the 1950's  through  the early  1980's,  Reinhold  went  through a
number of ownership and name changes.  In June 1984,  Reinhold was sold to Keene
Corporation,  an operating division of Bairnco  Corporation.  In 1990, following
Bairnco's   spin-off  of  its  Keene   Corporation   subsidiary   to   Bairnco's
shareholders,  Reinhold  became an incorporated  (Delaware)  entity and a direct
wholly-owned subsidiary of Keene Corporation.

         On  December 3, 1993,  Keene  Corporation  ("Keene")  filed a voluntary
petition for relief  under  Chapter 11 of Title 11 of the United State Code (the
"Bankruptcy  Code")  in the  United  States  Bankruptcy  Court  in the  Southern
District  of New York  (the  "Bankruptcy  Court"),  Case No.  93-B-46090  (SMB).
Keene's  Chapter  11  filing  came as a direct  result of tens of  thousands  of
asbestos-related  lawsuits  which named Keene as a party.  Reinhold did not file
any petitions for relief under the  bankruptcy  code and continued to operate in
the normal course of business.

         Keene's  asbestos-related  liabilities  stem  entirely  from  its  1968
purchase of  Baldwin-Ehret-Hill,  Inc.  ("BEH"),  a  manufacturer  of acoustical
ceilings, ventilation systems, and thermal insulation products. Over the past 20
years, Keene spent over $530 million (approximately 75% of which has been in the
form of insurance proceeds) in connection with Asbestos-Related  Claims asserted
against  Keene,   all  stemming  from  Keene's   ownership,   for  a  period  of
approximately five years, of BEH.

         By the  end of  1992,  Keene  had  exhausted  substantially  all of its
insurance  coverage for  Asbestos-Related  Personal  Injury  Claims and by 1993,
Keene had exhausted  substantially  all of its insurance  related to Asbestos In
Building Claims. Therefore, Keene had to bear directly the costs of all Claims.

         In May 1993, Keene filed a limited fund,  mandatory  settlement  action
("Limited  Fund  Action").  This Limited Fund Action sought a  declaration  that
Keene had only limited funds available to resolve the numerous  Asbestos-Related
Claims against it, including  Asbestos-Related Claims that might be filed in the
future.

         In November  1993,  Keene  reached an agreement  in principle  with the
lawyers  representing  each subclass  with respect to the  allocation of Keene's
remaining  assets.  However,  on December 1, 1993,  the Court of Appeals for the
Second  Circuit  issued a decision  dismissing  the  Limited  Fund Action on the
grounds of lack of subject matter jurisdiction.

         In light of this  decision,  on  December  3,  1993,  Keene  filed  its
voluntary petition for relief under Chapter 11.

         On  March  28,  1995,  Keene,  the  Official   Committee  of  Unsecured
Creditors'  and the Legal  Representative  for Future  Claimants  entered into a
stipulation  to file a  consensual  plan of  reorganization  that would  resolve
Keene's Chapter 11 Case.

         On March 11, 1996,  the  Bankruptcy  Court  approved the Second Amended
Disclosure Statement regarding Keene's Fourth Amended Plan of Reorganization for
solicitation.

         On June 12, 1996, the Bankruptcy Court and the U.S. District Court held
a  confirmation  hearing on Keene's Fourth  Amended Plan of  Reorganization,  as
modified (the  "Plan").  The Plan was  confirmed by the U.S.  District  Court by
order entered on June 14, 1996.

         On July 31, 1996,  Keene's  Fourth Amended Plan of  Reorganization,  as
modified,  became  effective  (the  "Effective  Date").  On the Effective  Date,
Keene's  wholly-owned  subsidiary,  Reinhold Industries,  Inc.  ("Reinhold") was
merged into and with Keene, with Keene becoming the surviving  entity.  Pursuant
to the merger,  all the issued and  outstanding  capital  stock of Reinhold  was
canceled.  Keene,  as the  surviving  corporation  of the  merger,  was  renamed
Reinhold.  On the Effective  Date,  Reinhold issued  1,998,956  shares of Common
Stock,  of which  1,020,000  shares of Class B Common  Stock were  issued to the
Trustees of a Creditors'  Trust (the  "Creditors'  Trust") set up to  administer
Keene's asbestos  claims.  The remaining  978,956 shares,  identified as Class A
Common Stock, were issued to Keene's former shareholders as of record date, June
30, 1996. All of Keene's previously outstanding Common Stock was canceled.


<PAGE>



         Today,  Reinhold Industries,  Inc. is a manufacturer of advanced custom
composite  components,  sheet molding compounds and rubber rollers for a variety
of applications in the United States and Europe.  Reinhold derives revenues from
the defense,  aerospace,  printing and other commercial industries.  Reinhold is
currently organized in five operating segments as follows:

         Aerospace - The Aerospace  business unit  manufactures  structural  and
ablative  composite  components  mainly for  subcontractors  of the U.S. defense
industry.   These  components  include  rocket  nozzles,  exit  cones,  re-entry
heatshields,  radomes,  and  airframe  and missile  frames.  In March  1992,  to
strengthen  its market  position  in defense  and  aerospace  markets,  Reinhold
acquired 100% of the outstanding  common stock of Reynolds & Taylor,  Inc. ("R &
T"),  a  California   corporation  and  manufacturer  of  structural   composite
components  serving,  primarily,  the defense  and  aerospace  markets.  R & T's
operations were consolidated into Reinhold's existing facility.

         During 2000,  Aerospace's sales increased dramatically due to the award
of a major  contract (to be  completed  in early 2001) and business  transferred
from a competitor. Because a substantial portion of Reinhold's business has been
as a supplier to government contractors, Reinhold has developed a limited number
of customers with which it does  significant  amounts of business.  Sales to two
major  customers  constituted  approximately  55% of this business  units' total
sales in 2000. Reinhold's future prospects will depend on the continued business
of such customers and on Reinhold's  continued status as a qualified supplier to
such customers.

         Due  to  reduced   military   spending   in  recent   years,   business
consolidation in the markets the Company serves continue to persist.  On January
31,  2001,  Alliant  Techsystems,  Inc.  ("ATK")  announced  that  it  would  be
purchasing Thiokol Propulsion  ("Thiokol") from Alcoa, Inc. Both ATK and Thiokol
are major  customers of the Company.  The impact,  if any, to the Company due to
this transaction is indeterminable at this time.

         CompositAir  - In May  1994,  Reinhold  acquired  CompositAir  from  SP
Systems,  Inc.  CompositAir  is a niche  manufacturer  of  composite  commercial
aircraft  seatbacks  and  other  commercial  products.  CompositAir  has been in
continuous  production of composite  seat back frames since 1980.  Composites of
epoxy,  phenolic, or other resin systems,  reinforced with aramid or other glass
fibers, are laminated into the complex shapes required by today's feature-packed
commercial  aircraft seats.  The weight of frames so produced is 30% to 40% less
than  equivalent  aluminum  frames.  CompositAir  operates  in  both  Camarillo,
California and Santa Fe Springs, California.

         Almost  100% of  CompositAir's  sales  are  from two  major  customers.
Reinhold's  future  prospects  will  depend on the  continued  business  of such
customers and on  Reinhold's  continued  status as a qualified  supplier to such
customers.  In 2000,  sales dropped by 38% compared to 1999. The decline was due
to commercial  difficulties at one of CompositAir's  main customers as well as a
temporary decline in the general aircraft marketplace.

         Commercial - The  Commercial  business  unit  manufactures  compression
molded "SMC" (Sheet Molding  Compound)  products for lighting,  water filtration
and other  various  commercial  and  aerospace  applications.  SMC  formulations
include  thermosetting  polymer matrix resins,  glass fibers and other additives
which provide  strength,  stiffness,  and protection  from  corrosion,  chemical
environments and ultraviolet degradation.

         During  2000,  sales  increased by 27% over 1999 due mainly to sales of
compression molding tooling used for manufacture of products.

         NP  Aerospace  -  On  April  24,  1998,   NP  Aerospace   Limited  ("NP
Aerospace"),  a wholly owned  subsidiary of Reinhold,  purchased from Courtaulds
Aerospace  Limited  ("CAL"),  a  U.K.  Corporation,  which  is  a  wholly  owned
subsidiary of Courtaulds plc, a U.K. Corporation,  certain assets (consisting of
Accounts Receivable,  Inventory,  Machinery and Equipment, Land and Intellectual
Property and Patents)  and assumed  certain  liabilities  of the  Ballistic  and
Performance  Composites  Division  of CAL.  Reinhold,  as the  Guarantor  for NP
Aerospace,   became  obligated  to  pay  to  Courtaulds  plc  net  consideration
consisting   of  (a)  Two   Million  Two  Hundred   Thousand   pounds   sterling
((pound)2,200,000) ($3,706,340 based on an exchange rate of $1.6847) cash on the
Closing Date and (b) within 120 days  following  the end of each of the calendar
years 1998 through 2001, a cash amount equal to 25% of the Pre-tax Profit on the
light armored vehicle business only, the maximum aggregate amount of which shall
not  exceed  Twenty  Million  pounds  sterling  ((pound)20,000,000).  Additional
payments of (pound)0 and (pound)140,000  ($227,000) were capitalized in 2000 and
1999,  respectively,  as part of the purchase  price.  NP Aerospace  operates in
Coventry, England.

         Additional  information on the NP Aerospace acquisition is set forth in
Note 2 to the  Consolidated  Financial  Statements  on page  32 and  "Management
Discussion  and Analysis of Financial  Condition  and Results of Operations " on
page 22 of Reinhold's 2000 Annual Report to Stockholders,  which is incorporated
herein by reference.

         NP  Aerospace   manufactures  a  wide  variety  of  composite  products
including  compression  molded canopies for street lights,  commercial  aircraft
seatback  frames,  aramid  composite  combat helmets,  protective  personal body
armor, carbon composite radiography support couches and light-armored  composite
vehicle structures.

         NP Aerospace  operates in niche marketplaces for the sale of commercial
aircraft  seatbacks,  helmets  and light  armored  vehicles.  Due to the limited
marketplaces for these products, sales from year-to-year are very uncertain. Due
to the high  selling  price of vehicles,  large swings in revenue are  possible.
Overall  sales in 2000 were 32% lower than in 1999 due mainly to the lack of new
orders for vehicles.


<PAGE>



         Samuel  Bingham  Enterprises,  Inc. - On March 9, 2000,  Samuel Bingham
Enterprises,   Inc.,  a  newly  formed   wholly-owned   subsidiary  of  Reinhold
Industries,  Inc.,  purchased certain assets and assumed certain  liabilities of
Samuel  Bingham  Company for $15.2  million in cash.  A majority of the purchase
price was  financed  through a five year term loan with the Bank of America  for
$11.0 million with the balance being paid from cash on hand.

         Samuel Bingham  Company  ("Bingham") is a manufacturer  and supplier of
graphic  arts and  industrial  rollers  for a variety  of  applications.  Samuel
Bingham  was born in 1789  and  began  manufacturing  rollers  for the  printing
industry in 1848. The Company has been in continuous  existence since that date.
In addition to serving the graphic  arts  marketplace,  the Company  also serves
other industries such as steel mills,  paper mills,  converters,  metal coaters,
textile mills and plastic  processors.  Products are  manufactured  from various
elastomers  including  SBR,  silicones,  EPDM's,  Hypalons,  Buna N,  Neoprenes,
natural  rubber,  vinyl-nitriles,   fluoroelastomers,  polyether  urethanes  and
polyester urethanes.

         Bingham  manufactures at eight separate locations throughout the United
States and sells through a direct sales force to approximately  3,000 customers.
Due to the existence of many other manufacturers in the marketplace, the Company
is forced to be highly competitive.

         Additional  information on the Bingham acquisition is set forth in Note
2 to the Consolidated Financial Statements on page 33 and "Management Discussion
and Analysis of Financial  Condition  and Results of  Operations " on page 22 of
Reinhold's 2000 Annual Report to Stockholders,  which is incorporated  herein by
reference.

         Additional  information on operating segments is set forth in Note 8 to
the  Consolidated  Financial  Statements on pages 40 through 42 and  "Management
Discussion  and Analysis of Financial  Condition  and Results of Operations " on
pages 21 through 22 of Reinhold's 2000 Annual Report to  Stockholders,  which is
incorporated herein by reference.

         Significant Customers

         Information about significant  customers is set forth in note 10 to the
Consolidated Financial Statements on page 44 of Reinhold's 2000 Annual Report to
Stockholders, which is incorporated herein by reference.

         Distribution

         Products   are   marketed  by  company   sales   personnel   and  sales
representatives in the United States and Europe.


<PAGE>



         Competition

         Reinhold  competes  with many  companies  in the sale of  ablative  and
structural  composite  products.  The markets served by Reinhold are specialized
and competitive.  Several of its competitors have greater  financial,  technical
and  operating   resources  than  Reinhold.   Although   Reinhold  has  competed
successfully in the critical areas of price, product performance and engineering
support  services,  there is no assurance that Reinhold will be able to continue
to manufacture and sell its products profitably in competitive markets.

         Because a  substantial  portion of  Reinhold's  business  has been as a
supplier to government  contractors,  Reinhold has developed a limited number of
customers with which it does significant amounts of business.  Reinhold's future
prospects  will  depend  on the  continued  business  of such  customers  and on
Reinhold's   continued  status  as  a  qualified  supplier  to  such  customers.
Reinhold's success also depends on developing  additional  commercial  composite
products to replace heavier and shape restrictive metals-based products.

         Raw Materials and Purchased Components

         The  principal  raw   materials  for  composite   fabrication   include
pre-impregnated  fiber cloth  (made of carbon,  graphite,  aramid or  fiberglass
fibers which have been  heat-treated),  molding compounds,  resins (phenolic and
epoxy), hardware,  adhesives and solvents.  Occasionally,  certain raw materials
and parts are supplied by customers for incorporation into the finished product.
Reinhold's  principal  suppliers of raw materials are Cytec  Fiberite,  Inc. and
Newport Adhesives and Composites, Inc.

         No significant  supply problems have been  encountered in recent years.
Reinhold  uses  PAN   (polyacrylonitrile)   and  rayon  in  the  manufacture  of
composites.  However,  the  supply  of rayon  used to make  carbon  fiber  cloth
typically used in ablative composites is highly dependent upon the qualification
of the rayon supplier by the United States Department of Defense. North American
Rayon has ceased production of the rayon used in Reinhold's  ablative  products.
This  could  have an effect on the rayon  supply in the coming  years.  Also,  a
European  company has become the world's  sole  supplier of graphite and carbon,
which is used in Reinhold's  ablative  applications.  At this time, Reinhold can
not determine if there will be any significant impact on price or supply.

         Environmental Matters

         Reinhold's  manufacturing  facilities  are  subject  to  regulation  by
federal,  state  and  local  environmental  agencies.  Management  believes  all
facilities  meet or exceed  all  applicable  environmental  requirements  in all
material  respects and believes that  continued  compliance  will not materially
affect capital expenditures, earnings or competitive position.

         Refer to Item 3 for additional environmental legal proceedings.

         Patents and Trademarks

         Reinhold, through  its   wholly-owned  subsidiary,  Samuel      Bingham
Enterprises,  Inc., owns one patent registered with the United States Patent and
Trademark  Office for the  "Method  of Making  Roll for Use in  Printing"  (U.S.
Patent No.  4,492,012).  The patent  expires in  January  2002.  Samuel  Bingham
Enterprises,  Inc. holds ten registered trademarks with expiration dates ranging
from February 2002 through August 2009.

         Research and Development

         Research and  development  expenditures  were  approximately  $327,000,
$155,000  and $158,000  for the years ended  December  31, 2000,  1999 and 1998,
respectively.

         Employees

         At December  31,  2000,  Reinhold had 444  full-time  employees  and 10
part-time employees.  Of these employees,  356 ( 346 full-time and 10 part-time)
were employed in manufacturing and 98 (all full-time) in administration, product
development  and  sales.  Approximately  18%  of  the  personnel  are  based  at
Reinhold's Santa Fe Springs, California facility,  approximately 8% are based in
Camarillo,  California,  approximately  24% are based at NP Aerospace located in
Coventry,  England and approximately 50% are based at the various  manufacturing
and  administration  facilities  of  Samuel  Bingham.  Approximately  70 of  the
employees in Coventry,  England are represented by a labor union. Certain Samuel
Bingham employees, approximately 55, located in San Leandro, California, Searcy,
Arkansas and  Blacklick,  Pennsylvania  are also  represented  by a labor union.
Reinhold  believes  its  workforce to be  relatively  stable and  considers  its
employee relations to be excellent.


<PAGE>


Item 2.  DESCRIPTION OF PROPERTY

         The  following  chart  lists  the  principal   locations  and  size  of
Reinhold's facilities and indicates whether the property is owned or leased and,
if leased, the lease expiration.
<TABLE>
<CAPTION>


LEASED OR OWNED
LOCATION                           USE                           SIZE                   LEASE EXPIRATION
-------------------------------------------------------------------------------------------------------------
<S>                                <C>                           <C>                    <C>

Santa Fe Springs, CA               Administration and            130,000 sq. ft.        Leased (Expires 2014)
                                     Manufacturing
Camarillo, CA                      Manufacturing                 18,000 sq. ft.         Leased (Expires 2002)

Coventry, England                  Administration and            80,000 sq. ft          Own
                                     Manufacturing

Samuel Bingham Properties
-------------------------
Portland, OR                       Manufacturing                 14,000 sq. ft.         Leased (Expires 2006)
San Leandro, CA                    Manufacturing                 21,000 sq. ft.         Own
Kansas City, MO                    Manufacturing                 10,000 sq. ft.         Own
Kansas City, MO                    Manufacturing                 19,000 sq. ft.         Leased (Expires 2003)
Searcy, AK                         Manufacturing                 38,000 sq. ft.         Own
Dallas, TX                         Manufacturing                 16,000 sq. ft.         Own
Houston, TX                        Manufacturing                  9,000 sq. ft.         Own
College Park, GA                   Manufacturing                 16,000 sq. ft.         Own
Blacklick, PA                      Manufacturing                 22,000 sq. ft.         Own
Palmyra, NY                        Manufacturing                 17,000 sq. ft.         Leased (Expires 2003)
Franklin Park, IL                  Manufacturing                 13,000 sq. ft.         Leased (Expires 2003)
Montreal, Quebec, Canada           Manufacturing                 23,000 sq. ft.         Own
Bloomingdale, IL                   Administration                 4,000 sq. ft.         Leased (Expires 2004)
Cincinnati, OH                     Manufacturing                 15,000 sq. ft.         Own

</TABLE>

         Construction of a new building and additional improvements at the Santa
Fe Springs  location are expected to be completed by the end of September  2001.
Reinhold   believes  its  facilities  are  utilized   consistent  with  economic
conditions and the requirements of its operations.


<PAGE>



Item 3.  LEGAL PROCEEDINGS

          The Company has been informed that it may be a potentially responsible
party ("PRP") under the Comprehensive Environmental Response,  Compensation, and
Liability  Act  of  1980,  as  amended  ("CERCLA"),   with  respect  to  certain
environmental  liabilities  arising at the Valley Forge National Historical Park
Site ("Valley Forge Site") located in Montgomery  County,  Pennsylvania and at a
site  formerly  known  as the  Casmalia  Resources  Hazardous  Waste  Management
Facility,  located in Santa Barbara County, California ("Casmalia Site"). CERCLA
imposes liability for the costs of responding to a release or threatened release
of "hazardous  substances"  into the  environment.  CERCLA  liability is imposed
without regard to fault.  PRPs under CERCLA include current owners and operators
of the site,  owners and  operators at the time of disposal,  as well as persons
who arranged for disposal or treatment of hazardous substances sent to the site,
or persons who accepted hazardous  substances for transport to the site. Because
PRPs' CERCLA  liability  to the  government  is joint and several,  a PRP may be
required to pay more than its proportional share of such costs.  Liability among
PRPs, however, is subject to equitable allocation through contribution actions.

         On June 16, 2000 the U.S.  Department  of Justice  notified the Company
that it may be a PRP with respect to the Valley Forge Site and demanded  payment
for past costs incurred by the United States in connection with the site,  which
the Department of Justice estimated at $1,753,726  incurred by the National Park
Service  as of  May  31,  2000  and  $616,878  incurred  by  the  United  States
Environmental  Protection  Agency  ("EPA") as of November 30,  1999.  Payment of
these past  costs  would not  release  the  Company  from  liability  for future
response costs.

         Management  believes that in or about 1977, the Company's  predecessor,
Keene  Corporation  ("Keene"),  sold to the U.S.  Department of Interior certain
real property and  improvements  now located within the Valley Forge Site. Prior
to the sale,  Keene operated a  manufacturing  facility on the real property and
may have used friable  asbestos,  the substance which gives rise to the claim at
the Valley  Forge Site.  The Company is in the  process of  analyzing  the legal
foundations  of the  Department  of  Justice  claim in  light of the  bankruptcy
proceeding  described below. The Company believes that two injunctions issued in
1996 in connection with Keene's bankruptcy  proceeding under chapter 11 of Title
11 of the United  States Code  ("Bankruptcy  Code") are  relevant to the Justice
Department's claim.


<PAGE>



         As previously reported, Keene acquired Reinhold in 1984. On December 3,
1993,  Keene  filed a  voluntary  petition  for relief  under  chapter 11 of the
Bankruptcy Code in the United States Bankruptcy Court. Keene's chapter 11 filing
came as a direct result of the demands on Keene of thousands of asbestos-related
lawsuits that named Keene as a party. On July 31, 1996 (the  "Effective  Date"),
Keene consummated its Fourth Amended Plan of Reorganization,  as modified, under
the Bankruptcy  Code (the "Plan").  On the Effective  Date,  Reinhold was merged
into and with Keene,  with Keene becoming the surviving  corporation.  Keene, as
the surviving  corporation of the merger, was renamed Reinhold Industries,  Inc.
On the  Effective  Date,  pursuant  to the Plan the  Company  issued its Class B
Common Stock to the Trustees of a Creditors' Trust,  which was established under
the Plan to administer  Keene's asbestos  liabilities.  The Creditors' Trust has
since sold most of its Class B Common Stock.

         The general  bankruptcy  injunction issued in the chapter 11 proceeding
generally  prohibits  any entity  from  commencing  or  continuing  any  action,
employment  of process or act to collect,  offset,  affect or recover any claim,
demand, interest or cause of action satisfied,  released or discharged under the
Plan.  Such claims,  demands,  interests and causes of action  include,  whether
known or unknown,  all claims  against  Keene or the Company or their assets and
all related causes of action, regardless of whether a proof of claim or interest
was filed or  allowed,  and  whether or not the holder of such claim or interest
has voted on the Plan,  or any causes of action  based on any act or omission of
any kind  occurring  prior to the  Effective  Date.  In addition to this general
bankruptcy  injunction,  the  Company  received  the  benefit of a  supplemental
"Permanent Channeling Injunction" as part of the Plan.

         The Permanent Channeling Injunction bars "Asbestos-Related  Claims" and
"Demands," as defined in the Plan, against the Company and channels those Claims
and  Demands to the  Creditors'  Trust.  Pursuant  to the  Permanent  Channeling
Injunction, on or after the Effective Date of the Plan, any person or entity who
holds or may hold an  Asbestos-Related  Claim or Demand  against  Keene  will be
forever  stayed,  restrained,  and enjoined from taking certain  actions for the
purpose of, directly or indirectly, collecting, recovering, or receiving payment
of, on, or with respect to such  Asbestos-Related  Claims or Demands against the
Company.


<PAGE>



         It is  difficult  to  estimate  the  timing  and  ultimate  costs to be
incurred by the Company in connection with environmental liability claims in the
future  due to  uncertainties  about  the  status of laws and  regulations,  the
adequacy of  information  available for  individual  sites and the extended time
periods  over  which  site  remediation  occurs.  However,  based  on  currently
available  information,  if the  environmental  liability claims relating to the
Valley  Forge Site arose  prior to the filing of Keene's  bankruptcy  case or if
these  claims were deemed to be  Asbestos-Related  Claims or Demands  within the
meaning  of the Plan,  then the  Company  does not  believe  that  environmental
liabilities  associated  with the Valley Forge Site should  result in a material
adverse impact on the Company's  consolidated  financial  position or results of
operation.  However, if these claims are deemed to have arisen subsequent to the
filing of Keene's bankruptcy case -- i.e the "release" or "threatened  release,"
within the meaning of CERCLA,  is deemed to have occurred  after Keene filed its
chapter 11  petition  with the  Bankruptcy  Court or the claims are held to have
arisen when the response  costs were incurred -- and these claims are not deemed
to be  Asbestos-Related  Claims or Demands as defined  under the Plan,  then the
Company could incur liability for the claims.  If a court were to determine that
the Company was liable for  recoverable  costs  associated with the Valley Forge
Site under CERCLA, the resulting  liability could have a material adverse impact
on the Company's consolidated financial position and results of operations.

         With respect to the Casmalia Site, on August 11, 2000, the EPA notified
the Company that it is a PRP by virtue of waste materials deposited at the site.
The EPA has  designated  the Company as a "de minimis"  waste  generator at this
site,  based on the  amount  of waste at the  Casmalia  Site  attributed  to the
Company. The Company is in the process of evaluating its potential environmental
liability exposure at the Casmalia Site, and based on currently  available data,
the Company  believes  that the  Casmalia  Site is not likely to have a material
adverse impact on the Company's  consolidated  financial  position or results of
operations.

         Reinhold is a defendant in a number of other legal actions arising from
the normal  course of business.  Management  believes that these actions are not
meritorious  and  will not  have a  material  adverse  effect  on the  financial
position of Reinhold.


<PAGE>



Item 4.   RESULTS OF VOTES OF SECURITY HOLDERS

          On  September  8, 2000, a written  consent of  shareholders  to action
without  a  meeting  was  coordinated  to  consider  and  vote on the  following
proposal:

1.   To amend the  Corporation's  existing  Amended and Restated  Certificate of
     Incorporation  to (i) decrease the number of total  authorized  shares from
     50,000,000 to 5,000,000;  (ii) decrease the number of authorized  shares of
     Common Stock from 45,000,000 to 4,750,000; and (iii) decrease the number of
     authorized  shares of preferred stock from 5,000,000 to 250,000.  The Board
     of  Directors'  authority to establish  the rights and  preferences  of any
     series of  preferred  stock prior to the issuance of any such series and to
     issue  preferred stock in one or more series,  without further  approval of
     stockholders of the Company, remains unchanged.

         The primary  purpose of the proposed  amendment is to reduce the number
     of authorized  shares in order to reduce the minimum  franchise tax payable
     to the State of Delaware.

         Affirmative  votes  of  the  holders  of at  least  a  majority  of the
     outstanding  shares of Class A Common  Stock are  required  to approve  the
     proposed  amendments  to  Reinhold's  Amended and Restated  Certificate  of
     Incorporation.  Under the  applicable  provisions  of the Delaware  General
     Corporation Law, the Company's  stockholders  have no appraisal rights with
     respect to the proposed  amendments.  If the amendments  are adopted,  they
     will become effective upon the filing of the Certificate of  Incorporation,
     as amended, with the Delaware Secretary of State.

         Results of the voting were as follows:

         Written  consents  representing  1,260,319  or 57.3%  of the  2,198,058
outstanding shares were received approving the proposal.

         The approved  Amended and Restated  Certificate  of  Incorporation  was
filed with the Delaware  Secretary of State and became  effective on November 1,
2000.


<PAGE>



                                     PART II


Item 5.  MARKET FOR COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
         --------------------------------------------------------

         a. Data  regarding  the  market  price of  Reinhold's  common  stock is
included  in the  "Selected  Financial  Data"  on page 1 and  under  Stockholder
Information on page 47 of Reinhold's 2000 Annual Report to  Stockholders,  which
is incorporated  herein by reference.  Reinhold's  common stock is traded on the
NASD OTC  Bulletin  Board under the symbol  RNHDA.  The stock  price  quotations
incorporated  herein  reflect  inter-dealer  prices,   without  retail  mark-up,
mark-down or commission, and may not represent actual transactions.

         b.  The approximate  number  of common equity security  holders  is  as
             follows:

                                                              Approximate Number
                                                            of Holders of Record
         Title of Class                                     as of March 15, 2001
         --------------                                     --------------------

         Class A Common Stock,
          par value $.01 per share                                         1,546


         c. A 10%  stock  dividend  was  declared  on July 5,  2000  payable  to
shareholders of record as of July 11, 2000. The dividend was payable on or about
July 28,  2000.  Fractional  shares  were paid in cash.  Fractional  share  cash
payments totaled $7,142.20.


<PAGE>




Item 6.  SELECTED FINANCIAL DATA

         Reference  is  made  to the  "Selected  Financial  Data"  on  page 1 of
Reinhold's 2000 Annual Report to Stockholders,  which is incorporated  herein by
reference.


Item 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
         -------------------------------------------------
         CONDITION AND RESULTS OF OPERATIONS
         -------------------------------------------------

         Reference  is  made  to the  "Management  Discussion  and  Analysis  of
Financial  Condition and Results of  Operations"  on page 21 of Reinhold's  2000
Annual Report to Stockholders, which is incorporated herein by reference.


Item7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT
           MARKET RISK

         The  Company  has two main  areas of  market  risk;  interest  rates on
outstanding  debt and fluctuations in the value of the British Pound Sterling to
the United States Dollar.

         All of the Company's debt at December 31, 2000 is at variable  interest
rates based on LIBOR plus 1.75%.  A  hypothetical  10% change in interest  rates
would have had a $0.1 million and $0.02 million  impact on interest  expense for
the years ended December 31, 2000 and 1999, respectively.

         The functional  currency of the Company's wholly owned  subsidiary,  NP
Aerospace, is the British Pound Sterling (the "Pound"). The exchange rate of the
Pound to the Dollar from April 28, 1998 to December 31, 2000 has fluctuated from
1.68 to 1.39, a range of 17%. A  hypothetical  15% change in exchange rate would
have had a $0.1 million and $0.2 million impact on net income for the year ended
December 31, 2000 and 1999, respectively.

Item 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         Reference is made to the Independent Auditors' Report, the Consolidated
Financial Statements and Notes to Consolidated  Financial Statements on pages 25
through  46  of  Reinhold's  2000  Annual  Report  to  Stockholders,   which  is
incorporated herein by reference.  Financial data schedules are included in Part
IV of this filing.
<TABLE>
<CAPTION>

                 Schedule II - Valuation and Qualifying Accounts

            Allowance for Doubtful Accounts Receivable (in thousands)
----------------------------------------------------------------------------------------------------------

                                                         Additions Charged to
                                      Balance at        -----------------------                 Balance at
                                    Beginning of        Costs and                                   End of
Fiscal Year Ended                         Period         Expenses         Other   Deductions        Period
-----------------------------------------------------------------------------------------------------------
<S>                                         <C>               <C>           <C>         <C>           <C>

December 31, 1998                           $344                -             -         $ 57          $287
-----------------------------------------------------------------------------------------------------------
December 31, 1999                            287                -             -          227            60
-----------------------------------------------------------------------------------------------------------
December 31, 2000                             60                -           105            -           165
-----------------------------------------------------------------------------------------------------------
</TABLE>




Item 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
         ------------------------------------------------
          ACCOUNTING AND FINANCIAL DISCLOSURE

         None


<PAGE>



                                    PART III

Item 10.  DIRECTORS, OFFICERS, PROMOTERS AND  CONTROL  PERSONS OF THE REGISTRANT
          ----------------------------------------------------------------------

      The information required with respect to directors of Reinhold is included
in the definitive Proxy Statement for the 2001 Annual Meeting of Stockholders of
Reinhold, to be filed with the Securities and Exchange Commission not later than
120  days  after  the end of the  fiscal  year  and is  incorporated  herein  by
reference.

Item 11.   EXECUTIVE COMPENSATION
           ----------------------

      The  information  required by Item 11 is included in the definitive  Proxy
Statement for the 2001 Annual Meeting of Stockholders  of Reinhold,  to be filed
with the  Securities  and Exchange  Commission not later than 120 days after the
end of the fiscal year and is incorporated herein by reference.

Item 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
          --------------------------------------------------------------

      The  information  required by Item 12 is included in the definitive  Proxy
Statement for the 2001 Annual Meeting of Stockholders  of Reinhold,  to be filed
with the  Securities  and Exchange  Commission not later than 120 days after the
end of the fiscal year and is incorporated herein by reference.

Item 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
          ----------------------------------------------

      The  information  required by Item 13 is included in the definitive  Proxy
Statement for the 2001 Annual Meeting of Stockholders  of Reinhold,  to be filed
with the  Securities  and Exchange  Commission not later than 120 days after the
end of the fiscal year and is incorporated herein by reference.


<PAGE>


                                     PART IV

Item 14.  EXHIBITS AND REPORTS ON FORM 8-K
a)  EXHIBITS

     2.1   Keene  Corporation's  Fourth  Amended  Plan of  Reorganization  Under
           Chapter 11 of the Bankruptcy Code dated March 11, 1996,  incorporated
           herein by reference to Exhibit 99(a) to Keene  Corporation's Form 8-K
           filed with the Commission on June 28, 1996.

     2.2   Motion  to  Approve  Modifications  to the Keene  Corporation  Fourth
           Amended Plan of  Reorganization  Under  Chapter 11 of the  Bankruptcy
           Code dated June 12, 1996, incorporated herein by reference to Exhibit
           99(b) to Keene  Corporation's  Form 8-K filed with the  Commission on
           June 28, 1996.

     2.3   Finding  of Fact,  Conclusions  of Law and Order  Confirming  Keene's
           Fourth  Amended  Plan  of  Reorganization  Under  Chapter  11 of  the
           Bankruptcy  Code,  as modified,  entered June 14, 1996,  incorporated
           herein by reference to Exhibit 99(c) to Keene  Corporation's Form 8-K
           filed with the Commission on June 28, 1996.

     3.1   Amended  and  restated   Certificate  of  Incorporation  of  Reinhold
           Industries,  Inc., incorporated herein by reference to Exhibit 99(a),
           Exhibit A to the Plan, to Keene Corporation's Form 8-K filed with the
           Commission on June 28, 1996.

     3.2   Amended and restated By-laws of Reinhold  Industries,  Inc. (Formerly
           Keene  Corporation),  incorporated  herein by  reference  to  Exhibit
           99(a),  Exhibit B to the Plan, to Keene  Corporation's Form 8-K filed
           with the Commission on June 28, 1996.

     3.3   Certificate of  Merger  of  Reinhold  Industries,  Inc.  into   Keene
           Corporation,  incorporated  herein  by  reference  to  Exhibit 99(a),
           Exhibit C to the Plan,  to Keene  Corporation's  Form 8-K filed  with
           the Commission on June 28, 1996.

     4.1   Share Authorization Agreement, incorporated herein by reference    to
           Exhibit 99(a), Exhibit H to the Plan, to Keene Corporation's Form 8-K
           filed with the Commission on June 28, 1996.

     4.2   Registration Rights Agreement, incorporated herein by reference    to
           Exhibit 99(a), Exhibit G to the Plan, to Keene Corporation's Form 8-K
           filed with the Commission on June 28,1996.

     9.1   Creditors'  Trust  Agreement,  incorporated  herein  by  reference to
           Exhibit 99(a),  Exhibit D to  the  Plan, to Keene  Corporation's Form
           8-K filed with the Commission on June 28, 1996.

    10.1   Reinhold Industries, Inc. Stock  Incentive  Plan, on  Form S-8, filed
           with the Commission on November 10, 1997.

    10.2   Reinhold  Management  Incentive  Compensation  Plan, incorporated  by
           reference  to  Page 34  to Keene's  (Predecessor Co.) Form 10,  dated
           April 4, 1990, as  amended  by  Form 8, Exhibit  10(e),  dated   July
           19, 1990.

    10.3   Lease, dated  January  4, 1990,  by  and  between Imperial Industrial
           Properties,   Inc.  and   Reinhold   Industries,   incorporated    by
           reference  to Exhibit  10(b) to Keene's Form 10 dated  April 4, 1990,
           as amended by Form 8, dated July 19, 1990.

    10.4   Reinhold Industries, Inc. Retirement Plan (formerly Keene  Retirement
           Plan),  incorporated by reference to Exhibit 10(i) to Keene's Form 10
           dated April 4, 1990, as amended by Form 8, dated July 19, 1990.

    10.5   Management Agreement  between  Reinhold Industries, Inc. and Hammond,
           Kennedy, Whitney &  Company, Inc. dated  May 31, 1999 on  Form 10-QSB
           filed with the Commission on August 16, 1999.

    10.6   Stock Option Agreement between Reinhold Industries, Inc. and  Michael
           T. Furry dated June 3, 1999 on Form 10-QSB filed with the  Commission
           on August 16, 1999.

    10.7   Stock Price Deficiency Payment Agreement between Reinhold Industries,
           Inc. and  various  Stockholders  dated  June 16, 1999  on Form 10-QSB
           filed with the Commission on August 16, 1999.

     13    Annual Report to Stockholders

    23.1   Consent of Independent Auditors and Report on Schedule

    27     Financial Data Schedules

b)  REPORTS ON FORM 8-K

           A Form 8-K, Item 5 - Other Events,  was filed with the  Commission on
November 1, 2000.  The  information  reported was the  notification  by the U.S.
Department  of Justice that the Company may be a Potentially  Responsible  Party
with  respect  to  certain  environmental  liabilities  and  the  demand  to pay
approximately $2.5 million in remediation costs.


<PAGE>


                                                    SIGNATURES

           Pursuant to the requirements of the Securities  Exchange Act of 1934,
Reinhold  has duly caused  this Annual  Report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                         REINHOLD INDUSTRIES, INC.

                                         Registrant

Date:    April 16,2001                   By:/s/ Brett R. Meinsen
      -------------------                   --------------------
                                            Brett R. Meinsen
                                            Vice President -
                                            Finance & Administration
                                            (Principal Financial and
                                             Accounting Officer)


           Pursuant to the requirements of the Securities  Exchange Act of 1934,
this report is signed below by the  following  persons on behalf of Reinhold and
in the capacities and on the date indicated.



      /s/ Michael T. Furry                              April 16, 2001
      ----------------------------------------
      Michael T. Furry- President and Director
      (Principal Executive Officer)


      /s/ Ralph R. Whitney, Jr.                         April 16, 2001
      ----------------------------------------
      Ralph R. Whitney, Jr.- Chairman

      /s/ Andrew McNally, IV                            April 16, 2001
      ----------------------------------------
      Andrew McNally, IV- Director

      /s/ Glenn Scolnik                                 April 16, 2001
      ----------------------------------------
      Glenn Scolnik- Director

      /s/ Thomas A. Brand                               April 16, 2001
      ----------------------------------------
      Thomas A. Brand- Director

      /s/ Richard A. Place                              April 16, 2001
      ----------------------------------------
      Richard A. Place- Director