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

                                    FORM 10-Q


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

                 For the quarterly period ended May 30, 2004

                 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                 SECURITIES EXCHANGE ACT OF 1934

                 For the transition period from ________ to ________

                         Commission File Number: 1-9967

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

                          AMCAST INDUSTRIAL CORPORATION

             (Exact name of registrant as specified in its charter)

              Ohio                                      31-0258080
(State of other jurisdiction of             (I.R.S. Employer Identification No.)
 incorporation or organization)

7887 Washington Village Drive, Dayton, Ohio                             45459
  (Address of principal executive offices)                            (Zip Code)

                                 (937) 291-7000
               (Registrant's telephone number, including area code)


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


     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 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

     Indicate by check mark whether the registrant is an  accelerated  filer (as
defined in Rule 12b-2 of the Exchange Act). Yes   No X

     As of May 30, 2004, the number of Common Shares, no par value,  outstanding
was 9,313,951 shares.

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

<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                               REPORT ON FORM 10-Q
                       FOR THE QUARTER ENDED MAY 30, 2004

                                TABLE OF CONTENTS




PART I - FINANCIAL INFORMATION                                              PAGE

   Item 1 - Financial Statements:

            Consolidated Condensed Statements of Financial Condition -         3
            May 30, 2004 and August 31, 2003

            Consolidated Condensed Statements of Operations -                  4
            for the Quarter and Nine Months Ended May 30, 2004
            and June 1, 2003

            Consolidated Condensed Statements of Retained Earnings -           4
            for the Quarter and Nine Months Ended May 30, 2004
            and June 1, 2003

            Consolidated Condensed Statements of Cash Flows -                  5
            for the Nine Months Ended May 30, 2004
            and June 1, 2003

            Notes to Consolidated Condensed Financial Statements            6-17

   Item 2 - Management's Discussion and Analysis of Financial
            Condition and Results of Operations                            18-28

   Item 3 - Quantitative and Qualitative Disclosures about Market Risk        29

   Item 4 - Controls and Procedures                                           29

PART II - OTHER INFORMATION

   Item 4 - Submission of Matters to a Vote of Security Holders               30

   Item 6 - Exhibits and Reports on Form 8-K                                  30

SIGNATURES                                                                    31






                                       2
<PAGE>
PART I - FINANCIAL INFORMATION

                          AMCAST INDUSTRIAL CORPORATION
            CONSOLIDATED CONDENSED STATEMENTS OF FINANCIAL CONDITION
                                ($ in thousands)
                                   (Unaudited)
<TABLE>
<CAPTION>
<S>                                                              <C>           <C>
                                                                  May 30       August 31
                                                                   2004          2003
                                                                -----------   -----------
ASSETS

Current Assets
     Cash and cash equivalents                                     $ 7,550       $ 5,697
     Accounts receivable                                            43,843        39,979
     Inventories                                                    19,426        19,004
     Other current assets                                            5,548         5,338
                                                                -----------   -----------
Total Current Assets                                                76,367        70,018

Property, Plant, and Equipment                                     359,968       356,408
     Less accumulated depreciation                                (233,864)     (217,011)
                                                                -----------   -----------
Net Property, Plant, and Equipment                                 126,104       139,397

Restricted Cash                                                      6,000         7,078
Deferred Taxes                                                       4,206         4,204
Other Assets                                                         8,212         9,627

                                                                -----------   -----------
Total Assets                                                     $ 220,889     $ 230,324
                                                                ===========   ===========

LIABILITIES AND SHAREHOLDERS' DEFICIT

Current Liabilities
     Short-term debt                                                 $ 856         $ 706
     Current portion of long-term debt                                 600         1,750
     Accounts payable                                               26,557        31,419
     Accrued expenses                                               21,766        21,011
                                                                -----------   -----------
Total Current Liabilities                                           49,779        54,886

Long-Term Debt (less current portion)                              171,208       175,184
Deferred Liabilities                                                39,996        42,189

Shareholders' Deficit
     Preferred shares, without par value
        Authorized - 1,000,000 shares; Issued - None                     -             -
     Common shares, at stated value
        Authorized - 15,000,000 shares
        Issued - 9,696,442 and 9,623,634 shares, respectively        9,696         9,624
     Capital in excess of stated value                              72,933        72,822
     Accumulated other comprehensive loss                          (34,195)      (34,189)
     Accumulated deficit                                           (84,041)      (85,705)
     Cost of 382,491 common shares in treasury                      (4,487)       (4,487)
                                                                -----------   -----------
Total Shareholders' Deficit                                        (40,094)      (41,935)

                                                                -----------   -----------
Total Liabilities and Shareholders' Deficit                      $ 220,889     $ 230,324
                                                                ===========   ===========
</TABLE>

See notes to consolidated condensed financial statements.

                                       3
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                 CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
                              AND RETAINED EARNINGS
                    ($ in thousands except per share amounts)
                                   (unaudited)
<TABLE>
<CAPTION>
<S>                                                                    <C>          <C>           <C>          <C>

                                                                          Three Months Ended          Nine Months Ended
                                                                      ---------------------------   ----------------------
                                                                        May 30       June 1        May 30        June 1
                                                                         2004         2003          2004          2003
                                                                      -----------  -----------   -----------  ------------
Consolidated Condensed Statements of Operations

Net Sales                                                              $ 111,367    $ 111,829     $ 318,747     $ 323,196
Cost of sales                                                             97,196       98,227       280,447       287,463
                                                                      -----------  -----------   -----------  ------------
Gross Profit                                                              14,171       13,602        38,300        35,733
Selling, general and administrative expenses                               8,666        9,123        25,468        28,486
                                                                      -----------  -----------   -----------  ------------
Operating Income                                                           5,505        4,479        12,832         7,247
Other (income) expense                                                       (14)        (665)          (32)         (688)
Interest expense                                                           3,689        4,061        11,240        11,920
                                                                      -----------  -----------   -----------  ------------
Income (Loss) before Income Taxes, Discontinued Operations,
  and Cumulative Effect of Accounting Change                               1,830        1,083         1,624        (3,985)
Income tax expense (benefit)                                                 (36)         391           (40)       (1,500)
                                                                      -----------  -----------   -----------  ------------
Income (Loss) from Continuing Operations                                   1,866          692         1,664        (2,485)
Loss from operations of discontinued operations, net of tax                    -       (1,906)            -       (12,024)
Loss from sale of discontinued operations, net of tax of $7,589                -         (601)            -       (50,423)
                                                                      -----------  -----------   -----------  ------------
Income (Loss) before Cumulative Effect of Accounting Change                1,866       (1,815)        1,664       (64,932)
Cumulative effect of accounting change, net of tax of $464                     -            -             -       (46,536)
                                                                      -----------  -----------   -----------  ------------
Net Income (Loss)                                                        $ 1,866     $ (1,815)      $ 1,664    $ (111,468)
                                                                      ===========  ===========   ===========  ============

Consolidated Condensed Statements of Retained Earnings (Deficit)

Beginning Retained Earnings (Deficit)                                  $ (85,907)   $ (85,523)    $ (85,705)     $ 25,530
  Net (loss) income                                                        1,866       (1,815)        1,664      (111,468)
  Common and treasury shares issued                                            -         (154)            -        (1,554)
                                                                      -----------  -----------   -----------  ------------
Ending Retained Earnings (Deficit)                                     $ (84,041)   $ (87,492)    $ (84,041)    $ (87,492)
                                                                      ===========  ===========   ===========  ============

Basic and Diluted Income (Loss) Per Share
  Continuing operations                                                   $ 0.20       $ 0.08        $ 0.18       $ (0.28)
  Discontinued operations                                                      -        (0.28)            -         (7.05)
                                                                      -----------  -----------   -----------  ------------
  Before cumulative effect of accounting change                             0.20        (0.20)         0.18         (7.33)
  Cumulative effect of accounting change                                       -            -             -         (5.25)
                                                                      -----------  -----------   -----------  ------------
  Net Income (Loss)                                                       $ 0.20      $ (0.20)       $ 0.18      $ (12.58)
                                                                      ===========  ===========   ===========  ============

Dividends declared  and paid per share                                       $ -          $ -           $ -           $ -
                                                                      ===========  ===========   ===========  ============


See notes to consolidated condensed financial statements.
</TABLE>

                                       4
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                 CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
                                ($ in thousands)
                                   (Unaudited)

                                                          Nine Months Ended
                                                     ---------------------------
                                                        May 30         June 1
                                                         2004           2003
                                                     ------------   ------------
Operating Activities
     Net income (loss)                                   $ 1,664     $ (111,468)
     Loss from discontinued operations                         -         62,447
     Depreciation and amortization                        17,199         18,463
     Cumulative effect of accounting change                    -         46,536
     Deferred liabilities                                   (420)        (4,917)
     Other                                                 1,012          1,443
     Changes in assets and liabilities
        Restricted cash                                    1,078         (6,009)
        Accounts receivable                               (3,864)         1,240
        Inventories                                         (422)         9,427
        Other current assets                                (426)        (1,989)
        Accounts payable                                  (4,862)       (10,447)
        Accrued liabilities                                1,016            180

                                                     ------------   ------------
Net Cash Provided by Operations                           11,975          4,906

Investing Activities
     Additions of property, plant, and equipment          (4,235)        (6,912)
     Other                                                   393            788

                                                     ------------   ------------
Net Cash Used by Investing Activities                     (3,842)        (6,124)

Financing Activities
     Reduction in long-term debt                          (2,680)        (7,410)
     Net CTC revolving credit note borrowings             (2,446)          (800)
     Short-term debt borrowings                              150            363
     Other                                                (1,300)             -

                                                     ------------   ------------
Net Cash Used by Financing Activities                     (6,276)        (7,847)

Effect of exchange rate changes on cash                       (4)           176
Cash flow related to discontinued operations                   -         (3,024)
                                                     ------------   ------------

Net change in cash and cash equivalents                    1,853        (11,913)

Cash and cash equivalents at beginning of period           5,697         16,810

                                                     ------------   ------------
Cash and Cash Equivalents at End of Period               $ 7,550        $ 4,897
                                                     ============   ============

See notes to consolidated condensed financial statements.

                                       5
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


NATURE OF OPERATIONS

Amcast  Industrial   Corporation  ("Amcast"  or  the  "Company")  is  a  leading
manufacturer of  technology-intensive  metal products.  The Company serves three
major sectors of the economy: automotive,  construction, and industrial. Its two
business  segments are Flow Control  Products,  a leading supplier of copper and
brass fittings for the  industrial,  commercial,  and  residential  construction
markets;  and Engineered  Components,  a leading supplier of aluminum wheels and
aluminum  components for automotive original equipment  manufacturers.  Amcast's
corporate offices are located in Dayton, Ohio. The Company has ten manufacturing
facilities  located in the United  States of America,  primarily in the Midwest.
The Company also has a sales facility located in Canada.

BASIS OF PREPARATION

The  accompanying   consolidated  condensed  financial  statements  include  the
accounts of Amcast and its subsidiaries.  Intercompany accounts and transactions
have been  eliminated.  The  consolidated  condensed  financial  statements  are
unaudited  and have been  prepared  in  accordance  with  accounting  principles
generally  accepted in the United States for interim  financial  information and
with the instructions to Form 10-Q under the Securities Exchange Act of 1934, as
amended.  Accordingly,  these  financial  statements  do not  include all of the
information  and notes  required for complete  annual  financial  statements and
should be read in conjunction with the Company's audited consolidated  financial
statements  and  notes for the year  ended  August  31,  2003,  included  in the
Company's  Annual  Report  on Form  10-K.  In the  opinion  of  management,  all
adjustments  necessary  for a fair  presentation  of the  information  have been
included.  Results of operations for the periods  presented are not  necessarily
indicative of the results for the full fiscal year. To prepare the  accompanying
interim consolidated condensed financial statements,  the Company is required to
make estimates and assumptions that affect the reported amounts and disclosures.
Actual results could differ from those estimates.

Certain  prior year  amounts  have been  reclassified  to conform to the current
period presentation.


CHANGE IN METHOD OF ACCOUNTING IN FISCAL 2003

In the first quarter of fiscal 2003, the Company was required to adopt Statement
of Financial Accounting Standards (SFAS) No. 142, "Goodwill and Other Intangible
Assets".  Under  the  adoption  of SFAS No.  142,  goodwill  and  certain  other
intangible  assets  are no  longer  amortized  but  are  reviewed  annually  for
impairment.  If,  based on these  reviews,  the  related  assets are found to be
impaired,  their carrying  value will be adjusted  through a charge to earnings.
Intangible  assets that are not deemed to have an indefinite life continue to be
amortized  over their  expected  useful lives and be reviewed for  impairment in
accordance  with SFAS No. 144,  "Accounting  for the  Impairment  or Disposal of
Long-Lived Assets".


                                       6
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


Upon adoption of SFAS No. 142 in the first  quarter of fiscal 2003,  the Company
completed  its  impairment  review  and  determined  that  all of its  goodwill,
relating primarily to Speedline, the Company's European operation ("Speedline"),
was impaired.  This  impairment was reflected in the Company's  declining  stock
price and the weak financial  performance of the reporting  units related to the
impaired  goodwill.  As such,  in the fiscal  2003 first  quarter,  the  Company
recorded  a  non-cash  charge of  $46,536,  net of tax of $464,  to  reduce  the
carrying value of its goodwill to zero.  This charge is recorded as a cumulative
effect  of an  accounting  change  in the  accompanying  consolidated  condensed
financial statements.

DISCONTINUED OPERATIONS

On March 17, 2003,  the Company  completed  the sale of all the capital stock of
its wholly-owned subsidiary,  ASW International II, B.V., which owned all of the
stock of Speedline,  to Crown  Executive  Aviation  Limited,  a private  company
organized under the laws of the United Kingdom.  Principal products manufactured
by Speedline,  located in Italy,  include aluminum wheels for passenger cars and
trucks, as well as aluminum and magnesium racing wheels.

Speedline  is  reported  as a  discontinued  operation  for fiscal  2003.  After
deducting costs related to the transaction, there were no net cash proceeds from
the sale.  The sale  resulted in an after tax loss of $50,423,  of which  $5,352
related to the fiscal  2003 first  quarter,  $44,470  related to the fiscal 2003
second  quarter,  and $601 related to the fiscal 2003 third quarter.  Cumulative
foreign currency translation losses of $1,303 were included in the $50,423 after
tax loss.

Speedline was previously  included in the Engineered  Components  segment of the
Company.  Operating  results for Speedline  included in discontinued  operations
are:

                                        Three Months Ended     Nine Months Ended
                                           June 1, 2003 *        June 1, 2003 *
                                            ----------            ----------

Net sales                                     $16,792               $80,786

Operating loss                                 (1,320)              (10,821)
Other income (expense)                           (526)                  268
Interest expense                                  (60)                 (678)
                                            ----------            ----------
Loss before income taxes                       (1,906)              (11,231)
Income tax expense                                  -                   793
                                            ----------            ----------
Loss from discontinued operations             $(1,906)             $(12,024)
                                            ==========            ==========

* Activity is through March 17, 2003 (the date of the sale of Speedline)

                                       7
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


RESTRICTED CASH

As of May 30, 2004, and August 31, 2003, the Company had $6,000 of cash that was
restricted,  as required  under the Company's  debt  agreements  with its lender
group and  senior  note  holders,  which  excludes  Casting  Technology  Company
("CTC").  This cash reserve is segregated to ensure the payment of principal and
interest on the Company's bank credit  facilities,  senior notes and LIFO credit
agreement.  As of August 31, 2003, an additional  $1,078 of cash was  restricted
per CTC's loan  agreement.  During the first quarter of fiscal 2004, the Company
refinanced its CTC loan agreement and a cash restriction was not required by the
new lenders.

INVENTORY

Inventory is valued at the lower of cost or market.  The value of U.S. inventory
is determined using the last-in,  first-out method (LIFO).  The value of foreign
inventory, at the Company's Canadian facility, is determined using the first-in,
first-out,  method (FIFO). Supplies and maintenance related materials, which are
not a component of finished goods,  but are utilized during  manufacturing,  are
categorized as raw materials. The major components of inventory are:

                                                May 30         August 31
                                                 2004             2003
                                              ----------       ----------

Finished products                              $ 11,411         $ 10,833
Work in process                                   3,871            3,611
Raw materials and supplies                        7,920            8,336
                                              ----------       ----------
                                                 23,202           22,780
Less amount to reduce certain
      inventories to LIFO value                  (3,776)          (3,776)
                                              ----------       ----------

Total inventory                                $ 19,426         $ 19,004
                                              ==========       ==========
                                       8
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


PROPERTY, PLANT, AND EQUIPMENT

The major components of property, plant, and equipment are as follows:

                                             May 30          August 31
                                              2004             2003
                                           -----------      -----------

Land and buildings                           $ 56,710         $ 56,629
Machinery and equipment                       294,290          291,006
Construction in progress                        8,968            8,773
                                           -----------      -----------
                                              359,968          356,408
Accumulated depreciation                     (233,864)        (217,011)

                                           -----------      -----------
Net property, plant, and equipment          $ 126,104        $ 139,397
                                           ===========      ===========

Depreciation expense was $5,578 and $6,089 for the three-month periods ended May
30,  2004,  and June 1, 2003,  respectively,  and  $17,164  and  $18,361 for the
nine-month periods ended May 30, 2004, and June 1, 2003, respectively.

LONG-TERM DEBT

The following table summarizes the Company's borrowings:

                                             May 30          August 31
                                              2004             2003
                                           -----------      -----------
Lender Group and Senior Note Holder Debt:
  LIFO credit facility                        $ 9,015         $ 11,395
  Senior notes                                 45,664           45,664
  Revolving credit notes                      100,826          100,826
  Lines of credit                              12,793           12,793

CTC Credit Agreement:
  Term loan                                     2,700            2,856
  Revolving credit facility                       810            3,400

Short-Term Debt                                   856              706
                                           -----------      -----------

Total Debt                                    172,664          177,640

Less Current Debt                               1,456            2,456
                                           -----------      -----------

Long-Term Debt                              $ 171,208        $ 175,184
                                           ===========      ===========
                                       9
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


PENSION PLANS AND POSTRETIREMENT LIFE INSURANCE BENEFITS

The Company  has a  noncontributory  defined  benefit  plan that covers  certain
employees,  and an unfunded nonqualified  supplementary benefit plan that covers
certain current and former officers and certain key employees.  The Company also
provides life insurance  benefits,  funded on a cash basis,  to certain  retired
employees under contractual agreements. The benefit plans and the postretirement
life insurance  benefits are more fully  described in the Notes to  Consolidated
Financial  Statements  included in the Company's  annual report on Form 10-K for
the year ended August 31, 2003.

The following table  summarizes the components of net periodic  benefit cost for
the Company:

                                           Three Months Ended  Nine Months Ended
                                           ------------------  -----------------
                                             May 30   June 1     May 30  June 1
                                              2004     2003       2004    2003
                                            -------- --------  -------- --------
Pension Plans
Net Periodic Benefit Cost
    Service cost                              $ 418    $ 346   $ 1,253  $ 1,039
    Interest cost                             1,722    1,854     5,165    5,561
    Expected return on plan assets           (2,469)  (2,505)   (7,407)  (7,515)
    Amortization of prior service cost          107      102       320      306
    Recognized net actuarial (gain) loss          1      (27)        3      (81)
                                            -------- --------  -------- --------

Total Net Periodic Benefit Cost (Income)     $ (221)  $ (230)   $ (666)  $ (690)
                                            ======== ========  ======== ========

Postretirement Life Insurance Benefits
Net Periodic Benefit Cost
    Interest cost                               $ 9      $ 9      $ 26     $ 27
    Recognized net actuarial (gain) loss          5        4        15       12
    Settlement (gain) loss                     (116)       -      (116)       -
                                            -------- --------  -------- --------

Total Net Periodic Benefit Cost (Income)     $ (102)    $ 13     $ (75)    $ 39
                                            ======== ========  ======== ========

The Company voluntarily  contributes amounts to its defined benefit pension plan
to  provide  assets  sufficient  to meet the  benefits  to be paid to the plan's
participants.  For fiscal  2004,  the pension  plan  expects to meet the minimum
funding  requirements  of the Employee  Retirement  Income  Security Act of 1974
(ERISA), and therefore, the Company made no contributions to its defined benefit
pension  plan for the first nine months of fiscal  2004.  The  Company  does not
anticipate  making any  contributions to its defined benefit pension plan in the
fourth quarter of fiscal 2004.

                                       10
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


INCOME (LOSS) PER SHARE

The following  table reflects the  calculations  for basic and diluted  earnings
(loss) per share for the three-month  and nine-month  periods ended May 30, 2004
and June 1, 2003:
<TABLE>
<CAPTION>
<S>                                                <C>         <C>            <C>        <C>

                                                   Three Months Ended          Nine Months Ended
                                                 -----------------------    -----------------------
                                                   May 30      June 1         May 30      June 1
                                                    2004        2003           2004       2003
                                                 ----------- -----------    ----------- -----------

Income (loss) from continuing operations            $ 1,866       $ 692        $ 1,664    $ (2,485)

Loss from discontinued operations, net of tax             -      (2,507)             -     (62,447)
                                                 ----------- -----------    ----------- -----------

Income (loss) before cumulative effect of
    accounting change                                 1,866      (1,815)         1,664     (64,932)

Cumulative effect of accounting change,
    net of tax                                            -           -              -     (46,536)
                                                 ----------- -----------    ----------- -----------

Net income (loss)                                   $ 1,866     $(1,815)       $ 1,664   $(111,468)
                                                 =========== ===========    =========== ===========

Basic and Diluted Income (Loss) per Share:

Basic shares                                          9,305       9,016          9,288       8,861
                                                 =========== ===========    =========== ===========

Diluted shares                                        9,351       9,016          9,291       8,861
                                                 =========== ===========    =========== ===========

Income (loss) from continuing operations             $ 0.20      $ 0.08         $ 0.18     $ (0.28)
Discontinued operations                                   -       (0.28)             -       (7.05)
                                                 ----------- -----------    ----------- -----------
Income (loss) before cumulative effect of
    accounting change                                  0.20       (0.20)          0.18       (7.33)
Cumulative effect of accounting change                    -           -              -       (5.25)
                                                 ----------- -----------    ----------- -----------
Net income (loss)                                    $ 0.20     $ (0.20)        $ 0.18    $ (12.58)
                                                 =========== ===========    =========== ===========
</TABLE>

For each of the periods  presented,  there were  outstanding  stock  options and
warrants excluded from the computation of diluted earnings per share because the
options and warrants were antidilutive.

                                       11
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


COMPREHENSIVE INCOME (LOSS)

Comprehensive  income (loss) includes all changes in shareholders' equity during
a period  except  those  resulting  from  investments  by and  distributions  to
shareholders. The components of comprehensive income (loss) are:
<TABLE>
<CAPTION>
<S>                                           <C>         <C>           <C>         <C>

                                              Three Months Ended          Nine Months Ended
                                            -----------------------   ------------------------
                                              May 30      June 1        May 30       June 1
                                               2004        2003          2004         2003
                                            ----------- -----------   ----------- ------------

Net income (loss)                              $ 1,866    $ (1,815)      $ 1,664    $(111,468)

Foreign currency translation adjustments           (41)        111            (4)         176

Income (loss) on derivatives *                      17           -            (2)           -
                                            ----------- -----------   ----------- ------------
Total comprehensive income (loss)              $ 1,842    $ (1,704)      $ 1,658    $(111,292)
                                            =========== ===========   =========== ============
</TABLE>

The components of accumulated other comprehensive loss are:

                                                         May 30      August 31
                                                          2004         2003
                                                       -----------  -----------

Foreign currency translation adjustment                    $ (215)      $ (211)

Minimum pension liability adjustment                      (33,978)     (33,978)

Income (loss) on derivatives *                                 (2)           -
                                                       -----------  -----------

Accumulated other comprehensive loss                    $ (34,195)   $ (34,189)
                                                       ===========  ===========

*  The Company's CTC business has one interest rate swap that was required as a
   part of the CTC loan agreement. This swap agreement is discussed in "Item 3 -
   Quantitative and Qualitative Disclosures About Market Risk".

                                       12
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


STOCK-BASED COMPENSATION

As permitted by SFAS No. 123,  "Accounting  for Stock-Based  Compensation",  the
Company  accounts for its employee stock options in accordance  with APB Opinion
No. 25, "Accounting for Stock Issued to Employees", and related interpretations.
Accordingly,  no compensation cost has been recognized  related to the Company's
stock option plans.

Had the Company  determined  compensation  cost based upon the fair value of the
options at the grant date  consistent  with the  provisions of SFAS No. 123, net
income and  income/(loss)  per common share would have been  adjusted to the pro
forma amounts indicated as follows:

<TABLE>
<CAPTION>
<S>                                              <C>          <C>          <C>          <C>
                                                  Three Months Ended         Nine Months Ended
                                               ------------------------  -------------------------
                                                 May 30       June 1       May 30        June 1
                                                  2004         2003         2004          2003
                                               -----------  -----------  -----------   -----------

Net income (loss) as reported                     $ 1,866     $ (1,815)     $ 1,664     $(111,468)

Effect on reported net income (loss) of
 accounting for stock options at fair value             -          (47)          (1)         (140)

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

Pro forma net income (loss)                       $ 1,866     $ (1,862)     $ 1,663     $(111,608)
                                               ===========  ===========  ===========   ===========

Income (loss) per common share

  Basic and diluted

    As reported                                    $ 0.20      $ (0.20)      $ 0.18      $ (12.58)
                                               ===========  ===========  ===========   ===========

    Pro forma                                      $ 0.20      $ (0.21)      $ 0.18      $ (12.60)
                                               ===========  ===========  ===========   ===========
</TABLE>

                                       13
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


BUSINESS SEGMENTS

Operating  segments are organized  internally  primarily by the type of products
produced and markets served,  and in accordance with SFAS No. 131,  "Disclosures
about  Segments  of an  Enterprise  and  Related  Information".  The Company has
aggregated similar operating segments into two reportable segments, Flow Control
Products  and  Engineered  Components.  Descriptions  of the  products  of these
business  segments are included in "Item 1- Business" in the Company's Form 10-K
for the year ended August 31, 2003. The Company  evaluates  segment  performance
and  allocates  resources  based on  several  factors,  of which  net  sales and
operating income are the primary financial measures.

Operating  information  related  to  the  Company's  reportable  segments  is as
follows:
<TABLE>
<CAPTION>
<S>                                    <C>         <C>             <C>          <C>

                                        Three Months Ended           Nine Months Ended
                                      ----------------------      -----------------------
                                        May 30      June 1          May 30       June 1
                                         2004        2003            2004         2003
                                      ----------  ----------      ----------   ----------
Sales
    Flow Control Products               $43,394     $30,575        $112,660      $91,321
    Engineered Components                67,973      81,254         206,087      231,875
                                      ----------  ----------      ----------   ----------

    Total sales                        $111,367    $111,829        $318,747     $323,196
                                      ==========  ==========      ==========   ==========

Operating income/(loss)
    Flow Control Products               $ 3,253       $ 429         $ 6,233      $ 1,772
    Engineered Components                 4,395       6,183          12,493       12,187
    Corporate                            (2,143)     (2,133)         (5,894)      (6,712)
                                      ----------  ----------      ----------   ----------

    Total operating income                5,505       4,479          12,832        7,247

Other (income) expense                      (14)       (665)            (32)        (688)
Interest expense                          3,689       4,061          11,240       11,920
                                      ----------  ----------      ----------   ----------

Total income/(loss) from
    continuing operations
    before taxes and
    cumulative effect of
    accounting change                   $ 1,830     $ 1,083         $ 1,624     $ (3,985)
                                      ==========  ==========      ==========   ==========
</TABLE>

                                       14
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


COMMITMENTS AND CONTINGENCIES

At May 30, 2004,  the Company has committed to capital  expenditures  of $1,785,
primarily for the Engineered Components segment.

The Company,  as is normal for the industries in which it operates,  is involved
in  certain  legal  proceedings  and is  subject  to  certain  claims  and  site
investigations  which  arise  under  environmental  laws and which have not been
finally adjudicated.

The Company has been  identified as a potentially  responsible  party by various
state agencies and by the United States  Environmental  Protection  Agency (U.S.
EPA) under the Comprehensive  Environmental  Response Compensation and Liability
Act of 1980, as amended,  for costs  associated  with U.S.  EPA-led  multi-party
sites and state  environmental  agency-led  remediation  sites.  The majority of
these claims involve  third-party owned disposal sites for which compensation is
sought  from the  Company as an alleged  waste  generator  for  recovery of past
governmental  costs or for  future  investigation  or  remedial  actions  at the
multi-party  sites. The designation as a potentially  responsible  party and the
assertion  of such  claims  against the  Company  are made  without  taking into
consideration  the  nature  or  extent  of the  Company's  involvement  with the
particular  site.  In several  instances,  claims have been  asserted  against a
number of other  entities for the same  recovery or other relief as was asserted
against the Company.  These claims are in various  stages of  administrative  or
judicial  proceeding.  The Company has no reason to believe that it will have to
pay a significantly disproportionate share of clean-up costs associated with any
non-Company-owned site.

There is one  Company-owned  property  in  Pennsylvania  where  state-supervised
cleanups are currently underway and two other Company-owned  properties at which
the U.S. EPA is overseeing an investigation or where  long-standing  remediation
is underway.

To the extent possible,  with the information available at the time, the Company
has evaluated its responsibility for costs and related liability with respect to
the above sites.  The Company is of the opinion that its liability  with respect
to those  sites  should  not have a  material  adverse  effect on its  financial
position or results of operations. In arriving at this conclusion, the principal
factors  considered  by the Company were  ongoing  settlement  discussions  with
respect  to certain of the sites,  the  volume and  relative  toxicity  of waste
alleged to have been disposed of by the Company at certain sites,  which factors
are often used to allocate  investigative  and remedial costs among  potentially
responsible  parties,  the  probable  costs  to be  paid  by  other  potentially
responsible  parties,  total projected  remedial costs for a site, if known, and
the  Company's  existing  reserve  to cover  costs  associated  with  unresolved
environmental  proceedings.  At May 30, 2004, the Company's accrued undiscounted
reserve for such contingencies was $3,538.

                                       15
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


At one site where the U.S. EPA is overseeing an investigation,  it is reasonably
possible  that the  Company  may incur  environmental  remediation  costs.  This
investigation  is currently in the testing phase.  Until the testing is complete
and the results analyzed, the Company will be unable to determine the likelihood
and estimated  range of the amount of this  contingency.  It is disclosed in the
Notes to Consolidated  Condensed  Financial  Statements per the  requirements of
SFAS No. 5, "Accounting for Contingencies", because the potential contingency is
more than remote but less than probable.

On  January  29,  1998,  Cargill,  Inc.  and eight  other  plaintiffs  brought a
superfund private cost recovery and contribution  action against the Company and
fifty  other  parties  in the  United  States  District  Court for the  Southern
District of Ohio, Western Division, which is captioned,  Cargill, Inc. et al. v.
Abco  Construction,  et al.  (Case No.  C-3-98-3601).  The action  involves  the
Valleycrest  disposal site in the Dayton, Ohio area (the "Site"). The plaintiffs
have taken the lead in investigating and remediating the Site and are asking for
an  aggregate  judgment  against  the  defendants  for an amount  which  exceeds
$31,000.  Based on  information  to date,  the  Company  believes  it has  valid
defenses against the plaintiffs' claims. The Company believes its responsibility
with  respect to the Site is very limited due to the inert nature of the foundry
sand waste that the Company  disposed of at the Site.  While the outcome of this
matter cannot be predicted with any certainty, the Company does not believe that
this matter will have a material  adverse effect on its results of operations or
financial  position.  The Company  believes that its ultimate  liability in this
matter will not exceed $400.

On June 5, 2003,  Solutia,  Inc. and Pharmacia  Corporation  brought a superfund
private cost recovery and  contribution  action against the Company and eighteen
other parties in the United States  District Court for the Northern  District of
Alabama,  Eastern  Division,  which is  captioned,  Solutia,  Inc and  Pharmacia
Corporation  v. McWane,  Inc.,  et al. (Case No.  CV-03-PWG-1345-E).  The action
involves  the Anniston  PCB Site and the  Anniston  Lead Site in Calhoun  County
Alabama and Tallegdega  County Alabama ("the Sites").  The plaintiffs have taken
the lead in  investigating  and  remediating  the  Sites and are  asking  for an
aggregate  judgment  against the  defendants in the amount of $34,500.  Based on
information  to date,  the Company  believes it has valid  defenses  against the
plaintiffs'  claims. The Company believes its responsibility with respect to the
Sites is very limited. While the outcome of this matter cannot be predicted with
any  certainty,  the  Company  does not  believe  that this  matter  will have a
material adverse effect on its results of operations or financial position.

Based upon the contracts and agreements with regard to an environmental  matter,
the Company  believes it is entitled to  indemnity  for  remediation  costs at a
particular  site and  believes  it is  probable  that the  Company can recover a
substantial  portion of the  costs.  Accordingly,  the  Company  has  recorded a
receivable  of  $765,   classified  in  other  noncurrent  assets,   related  to
anticipated recoveries from a third party.

                                       16
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
              NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
                    ($ in thousands except per share amounts)
                                   (Unaudited)


IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS

On  December  8,  2003,  the  Medicare   Prescription   Drug,   Improvement  and
Modernization  Act of 2003 (the "Act") was signed into law.  The Act  introduced
both a Medicare  prescription  drug benefit and a federal subsidy to sponsors of
retiree  healthcare plans. In January 2004, the Financial  Accounting  Standards
Board ("FASB") staff issued FASB Staff Position  ("FSP") 106-1,  "Accounting and
Disclosure  Requirements Related to the Medicare Prescription Drug,  Improvement
and  Modernization  Act  of  2003".  This  statement  permited  a  sponsor  of a
postretirement  health care plan that  provides a  prescription  drug benefit to
make a  one-time  election  to defer  recognizing  the  effects of the Act until
authoritative guidance on accounting for the federal subsidy was issued or until
certain  other  events  occured.  In  May  2004,  the  FASB  issued  FSP  106-2,
"Accounting  and Disclosure  Requirements  Related to the Medicare  Prescription
Drug,  Improvement and Modernization  Act of 2003",  which superseded FSP 106-1.
FSP 106-2  provides  guidance on the  accounting  for the effects of the Act and
requires  certain  disclosures  regarding  the  effect  of the  federal  subsidy
provided by the Act. FSP 106-2  becomes  effective for the Company no later than
the Company's  quarter  ending  November 28, 2004.  The Company does not provide
retiree  medical  benefits.   The  Company's  current   postretirement   benefit
obligation  relates  solely to life insurance  benefits  provided by contractual
agreements  for  certain  retirees.   Therefore,  the  Act  and  the  accounting
requirements  of FSP 106-2  should  have no impact on the  Company's  current or
future results of operations or financial position.

In  December  2003,  the FASB issued SFAS No. 132  (revised  2003),  "Employers'
Disclosures  about  Pensions and Other  Postretirement  Benefits".  SFAS No. 132
increases  the  existing  disclosure  requirements  by  requiring  companies  to
disclose  more details  about  pension plan assets,  benefit  obligations,  cash
flows,  benefit  costs and related  information.  Companies  will be required to
segregate plan assets by category,  such as debt, equity and real estate, and to
provide certain  expected rates of return and other  informational  disclosures.
SFAS No. 132 also requires companies to disclose various elements of pension and
postretirement benefit costs in interim-period financial statements for quarters
beginning  after December 15, 2003, see "Pension Plans and  Postretirement  Life
Insurance Benefits" in the Notes to Consolidated Condensed Financial Statements.

                                       17
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                    ($ in thousands except per share amounts)


ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

CAUTIONARY STATEMENTS UNDER THE PRIVATE SECURITIES REFORM ACT OF 1995

Certain  statements in this report,  in the Company's press releases and in oral
statements  made by or with the approval of an authorized  executive  officer of
the  Company  constitute  "forward-looking  statements"  as that term is defined
under the Private  Securities  Litigation  Reform Act of 1995.  These statements
may, for example,  state  projections,  forecasts,  or estimates  about  Company
performance and industry trends. The achievement of the projections,  forecasts,
or estimates is subject to certain risks and uncertainties. Due to circumstances
beyond the Company's  control,  actual results and events may differ  materially
from those projected,  forecasted, or estimated.  Factors which may cause actual
results to differ  materially  from those  contemplated  by the  forward-looking
statement include, among others: general economic conditions less favorable than
expected; fluctuating demand in the automotive and construction industries; less
favorable  than  expected  growth in sales and profit  margins in the  Company's
product  lines;  increased  competitive  pressures in the  Company's  Engineered
Components  and Flow Control  Products  segments;  effectiveness  of  production
improvement  plans;  cost of raw  materials;  disposal of certain  non-strategic
assets; labor relations at the Company and its customers; the impact of homeland
security measures;  and the ability of the Company to satisfy obligations under,
and to comply with the provisions of, its loan  documents.  This list of factors
is not meant to be a complete  list of items that may  affect  the  accuracy  of
forward-looking statements, and as such all forward-looking statements should be
analyzed with the understanding of their inherent uncertainty.

The following  discussion and analysis  provides  information  which  management
believes is relevant to an understanding of the Company's  consolidated  results
of operations and financial  condition.  The Company undertakes no obligation to
publicly  update  any  forward-looking  statements,  whether  as a result of new
information,  future  events or  otherwise.  This  discussion  should be read in
conjunction with the accompanying  consolidated  condensed financial  statements
and notes and with the Company's audited  consolidated  financial statements and
notes for the year ended  August 31,  2003,  included  in the  Company's  Annual
Report on Form 10-K.

                                       18
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                    ($ in thousands except per share amounts)


RESULTS OF OPERATIONS

NET SALES

                                   Three Months Ended       Nine Months Ended
                                 ----------------------   ----------------------
                                   May 30      June 1       May 30      June 1
                                    2004        2003         2004        2003
                                 ----------  ----------   ----------  ----------

Net Sales                         $111,367    $111,829     $318,747    $323,196
                                 ==========  ==========   ==========  ==========

Percentage increase (decrease)
    from prior year                 (0.4)%      (3.3)%       (1.4)%       4.5 %
                                 ==========  ==========   ==========  ==========

Components of percentage increase
  Volume                           (12.3)%      (4.4)%       (7.8)%       3.1 %
  Price                              8.9 %      (0.2)%        4.5 %      (0.5)%
  Product Mix                        3.0 %       1.3 %        1.9 %       1.9 %
                                 ----------  ----------   ----------  ----------
                                    (0.4)%      (3.3)%       (1.4)%       4.5 %
                                 ==========  ==========   ==========  ==========

In the fiscal 2004 third quarter,  consolidated  net sales decreased by $462, or
0.4%,  compared with the fiscal 2003 third  quarter.  The sales  decrease in the
fiscal 2004 third  quarter  was mainly the result of lower  sales  volume of the
Company's aluminum components products,  mostly in the gravity-cast  operations,
primarily due to lost business from two major customers. The volume decrease was
partly  offset by  strong  growth in the  sales of the  Company's  Flow  Control
Products  segment.  Pricing  was  favorable  due  to  increased  selling  prices
resulting  from an  increase  in the market  price of copper and  aluminum.  The
Company also had an improved product mix in its Flow Control Product segment and
to a lesser degree in aluminum component sales.

For the first nine months of fiscal 2004,  consolidated  net sales  decreased by
$4,449,  or 1.4%,  compared with the first nine months of fiscal 2004. The sales
decrease  for the first nine months of fiscal 2004 was also mainly the result of
lower sales volume of the Company's aluminum components products,  mostly in the
gravity-cast  operations,   primarily  due  to  lost  business  from  two  major
customers.  The volume  decrease was partly offset by strong growth in the sales
of the Company's  Flow Control  Products  segment.  Pricing was favorable due to
increased  selling  prices  resulting  from an increase  in the market  price of
copper and  aluminum.  The Company also had an improved  product mix in its Flow
Control Product segment and to a lesser degree in aluminum component sales.

                                       19
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                    ($ in thousands except per share amounts)


GROSS PROFIT

                          Three Months Ended          Nine Months Ended
                        ----------------------      ----------------------
                          May 30      June 1          May 30      June 1
                           2004        2003            2004        2003
                        ----------  ----------      ----------  ----------

Gross Profit             $ 14,171    $ 13,602        $ 38,300    $ 35,733
                        ==========  ==========      ==========  ==========

Percent of Sales            12.7%       12.2%           12.0%       11.1%

For the fiscal 2004 third  quarter,  gross profit  increased  by $569,  or 4.2%,
compared with the fiscal 2003 third  quarter.  As a percentage  of sales,  gross
profit improved from 12.2% for the third quarter of fiscal 2003 to 12.7% for the
third quarter of fiscal 2004. The Company increased gross profit during a period
of  sales  decline  due  to  improved  labor   productivity  and   manufacturing
efficiencies from the Amcast Production  System, a more efficient  manufacturing
approach  being   implemented  and  utilized  at  the  Company's   manufacturing
facilities.

For the first nine months of fiscal 2004, gross profit  increased by $2,567,  or
7.2%,  compared  with the first nine months of fiscal  2003.  This  increase was
primarily  due to the  increased  sales at the  Company's  Flow Control  Product
segment  and to  operating  improvements  at  the  Company's  Richmond,  Indiana
facility,  which  experienced  significant new product launch costs in the first
nine months of fiscal  2003.  Similar  costs were not incurred in the first nine
months of fiscal 2004. The Company realized  improvement in gross profit in both
actual  dollars  and as a  percentage  of  sales  during  a  period  when  sales
decreased.  Contributing  to the  gross  profit  improvements  were  the  Amcast
Production  System,  increased labor  productivity,  reduced  containment costs,
tight spending controls, and controls on labor cost.

SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES

                               Three Months Ended           Nine Months Ended
                             -----------------------      ----------------------
                               May 30       June 1          May 30      June 1
                                2004         2003            2004        2003
                             ----------   ----------      ----------  ----------

SG&A                           $ 8,666      $ 9,123        $ 25,468    $ 28,486
                             ==========   ==========      ==========  ==========

Percent of Sales                  7.8%         8.2%            8.0%        8.8%

Selling,  general,  and  administrative  (SG&A) expenses were $8,666, or 7.8% of
sales in the fiscal 2004 third quarter,  compared with $9,123,  or 8.2% of sales
in the fiscal 2003 third quarter. This decrease in SG&A was Company-wide and was
the direct result of the Company's continued focus on cost reduction.

                                       20
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                    ($ in thousands except per share amounts)


For the first nine months of fiscal 2004, SG&A expenses were $25,468, or 8.0% of
sales,  compared  with $28,486,  or 9.2% of sales,  for the first nine months of
fiscal 2003.  Almost  two-thirds of the $3,018  decrease was due to the benefits
received as a direct result of the Company's  cash  management  controls,  tight
spending  limits,  controls on labor cost, and its focus on cost reduction.  The
decrease  also  includes  insurance and legal  settlements  partially  offset by
additional  legal and  environmental  reserves  that  combined  to lower SG&A by
$1,102.  Excluding these items,  SG&A decreased by $1,916,  or 6.7%,  versus the
prior year.

OPERATING  INCOME was $5,505  (4.9% of sales) in the fiscal 2004 third  quarter,
compared with $4,479 (4.0% of sales) in the fiscal 2003 third  quarter.  For the
first nine months of fiscal 2004,  operating income was $12,832 (4.0% of sales),
compared  with $7,247  (2.2% of sales) for the first nine months of fiscal 2003.
The Company was able to attain this operating  income growth from  manufacturing
efficiencies and reduced SG&A expenses during a period when sales declined.

INTEREST  EXPENSE was $3,689 for the fiscal 2004 third  quarter,  compared  with
$4,061 for the fiscal 2003 third quarter,  and $11,240 for the first nine months
of fiscal 2004,  compared with $11,920 for the first nine months of fiscal 2003.
Interest  expense  decreased  slightly due to lower debt balances in fiscal 2004
compared with the prior year.

INCOME TAX (BENEFIT)  EXPENSE was $(36) and $391 for the third quarter of fiscal
2004 and 2003, respectively; and $(40) and $(1,500) for the first nine months of
fiscal  2004 and 2003,  respectively.  The  effective  tax rates were (2.0%) and
36.1% for the third  quarter of fiscal 2004 and 2003,  respectively;  and (2.5%)
and 37.6%  for the first  nine  months  of fiscal  2004 and 2003,  respectively.
Pursuant  to SFAS No.  109,  "Accounting  for  Income  Taxes",  the  Company  is
offsetting federal income taxes with existing tax loss carryforwards for amounts
recorded in fiscal 2004.  The Company is  currently  only  recording  income tax
expense or benefit related to its Canadian operations and domestic state taxes.

EARNINGS BEFORE INTEREST  EXPENSE,  INCOME TAXES,  DEPRECIATION AND AMORTIZATION
(EBITDA) was $11,123 for the fiscal 2004 third  quarter,  compared  with $11,311
for the fiscal 2003 third quarter.  The slight  decrease in EBITDA was primarily
the result of lower  interest  expense,  taxes,  and  depreciation  in the third
quarter of fiscal  2004.  EBITDA was $30,063 for the first nine months of fiscal
2004,  compared  with  $26,398  for the first nine  months of fiscal  2003.  The
increase in EBITDA was  primarily  the result of higher  income from  continuing
operations.

                                       21
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                    ($ in thousands except per share amounts)


The following is a reconciliation of EBITDA, a non-GAAP financial measure:
<TABLE>
<CAPTION>
<S>                                  <C>          <C>           <C>         <C>

                                      Three Months Ended         Nine Months Ended
                                   ------------------------   ------------------------
                                     May 30       June 1        May 30       June 1
                                      2004         2003          2004         2003
                                   -----------  -----------   -----------  -----------

Net income                            $ 1,866      $(1,815)      $ 1,664    $(111,468)
Cumulative effect of
  accounting change                         -            -             -       46,536
Discontinued operations                     -        2,507             -       62,447
                                   -----------  -----------   -----------  -----------
Income (loss) from continuing
  operations                            1,866          692         1,664       (2,485)

Interest expense                        3,689        4,061        11,240       11,920
Income taxes                              (36)         391           (40)      (1,500)
Depreciation and amortization           5,604        6,167        17,199       18,463
                                   -----------  -----------   -----------  -----------

EBITDA                                $11,123      $11,311       $30,063      $26,398
                                   ===========  ===========   ===========  ===========
</TABLE>

BUSINESS SEGMENTS

<TABLE>
<CAPTION>
<S>                                 <C>         <C>             <C>          <C>
                                     Three Months Ended           Nine Months Ended
                                   ----------------------      -----------------------
                                     May 30      June 1          May 30       June 1
                                      2004        2003            2004         2003
                                   ----------  ----------      ----------   ----------
Sales
    Flow Control                     $43,394     $30,575        $112,660      $91,321
    Engineered Components             67,973      81,254         206,087      231,875
                                   ----------  ----------      ----------   ----------

    Total                           $111,367    $111,829        $318,747     $323,196
                                   ==========  ==========      ==========   ==========

Operating Income (Loss)
    Flow Control                     $ 3,253       $ 429         $ 6,233      $ 1,772
    Engineered Components              4,395       6,183          12,493       12,187
    Corporate                         (2,143)     (2,133)         (5,894)      (6,712)
                                   ----------  ----------      ----------   ----------

    Total                            $ 5,505     $ 4,479         $12,832      $ 7,247
                                   ==========  ==========      ==========   ==========
</TABLE>

                                       22
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                    ($ in thousands except per share amounts)


FLOW CONTROL PRODUCTS

Net sales for the Flow Control  Products  segment  increased by 41.9% to $43,394
for the fiscal 2004 third quarter,  compared with $30,575 for the same period of
fiscal 2003. For the first nine months of fiscal 2004,  sales increased by 23.4%
to $112,660  compared with $91,321 for the first nine months of fiscal 2003. For
the fiscal  2004 third  quarter,  volume grew by 8.5%,  a favorable  product mix
contributed  9.5%,  and price  increased by 23.9%.  For the first nine months of
fiscal 2004, volume increased by 5.9%, a favorable product mix contributed 6.9%,
and price increased  10.6%.  Flow Control Products  experienced  higher sales by
strong growth in plumbing  products,  a large increase of pistons for automotive
air conditioning compressors,  and higher prices to help offset increased market
prices for copper.

Flow  Control  Products  operating  income in the fiscal 2004 third  quarter was
$3,253,  compared  with $429 for the same period of fiscal  2003.  For the first
nine months of fiscal 2004,  operating  income was $6,233,  compared with $1,772
for the first nine months of fiscal 2003. In fiscal 2004,  operating  income was
positively affected by higher sales volume,  manufacturing efficiencies from the
Amcast Production System, cost reduction programs, and controls on labor cost.

ENGINEERED COMPONENTS

Net sales for the Engineered  Components  segment  decreased by 16.3% to $67,973
for the fiscal 2004 third quarter,  compared with $81,254 for the same period of
fiscal 2003. For the first nine months of fiscal 2004,  sales decreased by 11.1%
to $206,087,  compared  with  $231,875 for the first nine months of fiscal 2003.
For the fiscal  2004 third  quarter,  volume  decreased  by 20.0%,  a  favorable
product mix  contributed  0.5%, and price  increased by 3.2%. For the first nine
months of fiscal 2004,  volume  decreased by 13.2% and price increased 2.1%. The
mix  improvements  were  due  to  aluminum  components,   partly  offset  by  an
unfavorable  mix in wheels.  The price  increases were due to passing through to
customers higher market prices for aluminum.  Engineered Components  experienced
lower  sales  volume due  primarily  to lost  business  from two large  aluminum
components customers.

Operating  income in the fiscal 2004 third  quarter was  $4,395,  compared  with
$6,183 for the same period of fiscal 2003. This decrease primarily reflects lost
business in aluminum  component sales from two large customers and lower volume.
For the first nine months of fiscal 2004, operating income was $12,493, compared
with  $12,187  for the first  nine  months  of fiscal  2003.  This  increase  is
primarily due to the  Richmond,  Indiana,  facility  that  incurred  significant
product  launch  costs in fiscal  2003.  Similar  product  launch costs were not
encountered in fiscal 2004.

                                       23
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                    ($ in thousands except per share amounts)


LIQUIDITY AND CAPITAL RESOURCES

The Company's cash balance at May 30, 2004 was $7,550.  An additional  $6,000 of
restricted  cash existed for payment of principal  and interest on the Company's
debt that is  required  under its debt  agreements.  Under  the  Company's  cash
management system, issued checks that have not cleared the bank resulting in net
overdraft bank balances for accounting  purposes in the amounts of $2,519 at May
30, 2004, and $5,271 at August 31, 2003, are included in accounts payable.

Cash provided by operations was $11,975 for the first nine months of fiscal 2004
compared  with  $4,906 in the first  nine  months of  fiscal  2003.  The  income
statement and balance sheet  contributors  to this operating cash flow are shown
in the following table:

                                          Nine Months Ended
                                       -----------------------
                                          2004         2003
                                       ----------   ----------

Income statement related impact         $ 18,863     $ 15,876

Balance sheet related impact              (6,888)     (10,970)

                                       ----------   ----------
Net cash provided by operations         $ 11,975      $ 4,906
                                       ==========   ==========

The $18,863  increase in operating  cash flow from the income  statement was the
result of $1,664 of net income plus the  non-cash  expense of  depreciation  and
amortization in the amount of $17,199.

The improvement in the balance sheet impact on operating cash flow for the first
nine months of 2004,  compared with the first nine months of 2003,  reflects the
Company's continued focus on working capital and cash management controls.

Investing activities, primarily capital spending, used net cash of $3,842 in the
first nine  months of fiscal  2004  compared  with $6,124 used in the first nine
months of fiscal 2003.  This decrease  reflects  management  controls  placed on
capital  expenditures to conserve cash. Capital  expenditures were primarily for
equipment to expand plant capacity for new product orders and for cost reduction
projects.  At May 30, 2004, the Company had $1,785 of commitments for additional
capital expenditures, primarily for the Engineered Components segment.

Financing  activities  used  $6,276 of cash in the first  nine  months of fiscal
2004, compared with $7,847 of cash used in the first nine months of fiscal 2003.

                                       24
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                    ($ in thousands except per share amounts)


During the first nine months of fiscal  2004,  the  Company  reduced its overall
debt balance by $4,976,  as debt  declined  from $177,640 at August 31, 2003, to
$172,664 at May 30, 2004. The Company made cash principal payments of $2,680 for
the bank debt,  senior notes,  and CTC term loan plus net payments of $2,446 for
its CTC  revolving  credit  note  debt.  The  Company  also made net  short-term
borrowings of $150 related to the Company's  insurance-premium  financing. While
progress has been made, the Comnpany still remains highly leveraged with debt at
$172,664 and equity at a negative $40,094.

The revolving credit notes, the lines of credit,  the senior notes, and the LIFO
credit  agreement  (the "Lender  Group and Senior Note Holder  Debt")  mature on
September  14, 2006.  The Company  cannot  borrow  additional  funds under these
borrowings.  The lenders of these  borrowings  have  security  interests  in the
assets  of the  Company.  Interest  rates  are  prime  plus 2% for the  revolver
borrowings,  lines of credit,  and the LIFO credit agreement,  and 10.09% (9.09%
plus 1% payment in kind) for the senior notes.

A principal  payment  under the August 2003 Lender  Group and Senior Note Holder
Debt agreements of $300 was paid in May 2004 , and no remaining payments are due
after May 2004.  The  Company's  fiscal 2004 first  quarter Form 10-Q and second
quarter Form 10-Q anticipated  that the May 2004 payment would be $2,800,  and a
payment of $2,500 would be due in August 2004.  These payments were specified in
a revised loan agreement that was not executed.  The current payment schedule is
the one specified in the August 2003 loan documents.

The Lender  Group and Senior  Note  Holder  Debt  agreements  include  financial
covenants.  These  covenants  are: a fixed cost coverage  ratio;  rolling twelve
month earnings before interest, taxes, depreciation,  and amortization (EBITDA);
capital  expenditures;  and mandatory debt  prepayments.  As of May 30, 2004 the
Company  was in  compliance  with all of its debt  covenants.  At the end of any
subsequent  quarter,  if the Company is not in  compliance  with any of its debt
covenants,  any outstanding debt balances become payable on demand by the Lender
Group and Senior Note Holder Debt lenders.

                                       25
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                    ($ in thousands except per share amounts)


Under the  restructuring  agreements  relating to the Company's debt agreements,
including   the  Amended  and   Restated   Restructuring   Agreement   and  LIFO
Restructuring   Agreement   (copies   were  filed  as  Exhibits   4.1  and  4.2,
respectively,  to the  Company's  Current  Report  on Form  8-K  filed  with the
Securities   and  Exchange   Commission   on  September  3,  2003,   herein  the
"Restructuring Agreements"),  the Company is required to use its good faith best
efforts to (i)  refinance  the Lender  Group and Senior  Note  Holder Debt on or
before  September  1, 2004 or (ii) sell  substantially  all of its  assets on or
before September 1, 2004.  Section 4.4 of each of the  Restructuring  Agreements
includes a timetable with eight milestones, and the Company is required to pay a
$200  fee for each  missed  milestone.  The  Company  has met five of the  eight
milestones.  The sixth and seventh  milestones which relate to the completion of
due diligence and delivery of a definitive  purchase agreement and/or commitment
letter,  were  required to be satisfied by June 1, 2004.  As allowed by the debt
agreements,  these  dates  are  being  adjusted  at  the  recommendation  of the
Company's  investment  banker.  The Company is  continuing  to have very serious
confidential  negotiations  with  parties  who have  expressed  an  interest  in
acquiring one or more business units.  Since these  negotiations  are in various
stages of  completion,  the  Company  cannot  predict  if the  results  of these
negotiations  will  produce  acceptable  offers.  However,  it is the  Company's
expectation  that one or more of these  situations will result in a transaction.
It is also not certain at this point what effect any potential divestiture might
have on the  financial  condition of the Company or its ability to refinance the
remaining debt.


The CTC Credit  Agreement  provides  for  borrowings  under a  revolving  credit
facility and a term loan. The revolving line of credit facility  provides for up
to $5,000 in borrowings ($4,190 was available as of May 30, 2004) and matures in
September  2006.  The term loan  matures in  September  2008 with a current debt
payment of $600  payable in  installments  of $150 due in June,  September,  and
December of 2004 and in March of 2005. Interest on the revolving credit facility
and the term loan is based on CTC's debt to EBITDA ratio,  which ranges  between
prime plus 0.25% to prime plus  1.25%,  or LIBOR plus 2.25% to LIBOR plus 3.25%.
The  interest  rates for the third  quarter were prime plus 0.25% and LIBOR plus
2.25%, or 4.25% and 3.4%, respectively.

The Company's debt  obligations  for the remainder of fiscal 2004 and beyond are
shown in the  following  table.  At May 30, 2004,  obligations  under  operating
leases  are  not  significantly  different  from  the  amounts  reported  in the
Company's Annual Report on Form 10-K for the year ended August 31, 2003.

<TABLE>
<CAPTION>
<S>                              <C>         <C>         <C>       <C>           <C>      <C>
      Debt Obligation            2004        2005        2006        2007        2008     Thereafter
----------------------------  ----------- ----------- ----------- ----------- ----------- -----------
Debt
  Long-Term Debt
    Corporate                      $ 856         $ -         $ -   $ 168,298         $ -         $ -
    CTC                              150         600         600       1,410         600         150

                              ----------- ----------- ----------- ----------- ----------- -----------
Total Debt                       $ 1,006       $ 600       $ 600   $ 169,708       $ 600       $ 150
                              =========== =========== =========== =========== =========== ===========

Operating leases                   $ 831     $ 2,694     $ 2,095       $ 509       $ 108         $ -
                              =========== =========== =========== =========== =========== ===========
</TABLE>

                                       26

<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                    ($ in thousands except per share amounts)


CRITICAL ACCOUNTING POLICIES

The Company  describes its significant  accounting  policies in the notes to the
consolidated  financial  statements  included in the Company's  Annual Report on
Form 10-K. Since application of these accounting  policies involves the exercise
of  judgement  and use of  estimates,  actual  results  could  differ from those
estimates.

Revenue  Recognition - Revenue is recognized at the time products are shipped to
unaffiliated customers,  legal title has passed, and all significant contractual
obligations of the Company have been satisfied.

Inventory  Valuation  -  Inventories  are  valued at the lower of cost or market
using the last-in, first out (LIFO) and the first-in,  first-out (FIFO) methods.
Raw material  inventories are primarily aluminum and copper,  both of which have
market prices subject to volatility.

Environmental Reserves - The Company recognizes an environmental  liability when
it is probable the liability exists and the amount can be reasonably  estimated.
The  Company  adjusts  the  environmental  reserve  when it is  determined  that
circumstances warrant the change. Actual remediation obligations may differ from
those estimated.

Pension  Benefits and  Expenses - The Company has pension  benefits and expenses
that are developed  from  actuarial  valuations.  These  valuations are based on
assumptions including, among other things, interest rate fluctuations,  discount
rates,  expected returns on plan assets,  retirement ages, and years of service.
Future changes affecting the assumptions will change the related pension benefit
or expense

Deferred Taxes and Valuation Allowances - Deferred income taxes are provided for
temporary differences between financial and tax reporting in accordance with the
liability  method under the  provisions  of  Statement  of Financial  Accounting
Standards  (SFAS) No. 109,  "Accounting for Income Taxes".  Significant  factors
considered by the Company in estimating the  probability  of the  realization of
deferred taxes include  expectations of future  earnings and taxable income,  as
well as  application  of tax  laws in the  jurisdictions  in which  the  Company
operates.

At May 30, 2004,  the Company had  valuation  allowances  against a  significant
portion of its deferred  tax assets.  Valuation  allowances  serve to reduce the
recorded  deferred tax assets to amounts  reasonably  expected to be realized as
tax  savings  in  the  future.   Establishing  valuation  allowances  and  their
subsequent  adjustments require significant judgement because realizing deferred
tax assets related to net operating loss  carryforwards is generally  contingent
on generating taxable income,  reversing deferred tax liabilities in the future,
and the availability of qualified tax planning strategies.

                                       27
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION
                MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                       CONDITION AND RESULTS OF OPERATIONS
                    ($ in thousands except per share amounts)


Debt Covenants - For a substantial  portion of its debt, the Company has certain
financial  covenants that include:  a fixed cost coverage ratio;  rolling twelve
month earnings before interest, taxes, depreciation,  and amortization (EBITDA);
capital expenditures; and mandatory debt prepayments. If the requirements of the
covenants are not achieved,  the debt becomes immediately callable,  which would
significantly  impact the Company's ability to maintain its current  operations.
As of May 30, 2004 the Company was in compliance with all of its debt covenants.

The Company does not have off-balance sheet arrangements,  financings,  or other
relationships  with  unconsolidated  entities  or other  persons,  also known as
"special purpose entities" (SPEs).

INFLATION

Inflation did not have a material impact on the Company's  results of operations
or  financial  condition  for the third  quarter or first nine  months of fiscal
2004.

CONTINGENCIES

See  "Commitments  and  Contingencies"  in Notes to the  Consolidated  Condensed
Financial Statements.

IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS

See  "Impact  of  Recently  Issued   Accounting   Standards"  in  Notes  to  the
Consolidated Condensed Financial Statements.

                                       28
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION

ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
($ in thousands)

The  Company  is  exposed  to market  risk from  changing  commodity  prices and
interest  rates as part of its normal  operations,  as well as general risks and
uncertainties which are inherent in any competitive industry.

COMMODITY PRICES

The Company is exposed to market  risk from price  changes in  commodity  metals
which are raw materials  used in its normal  operations.  The Company is able to
limit its  exposure  in  commodity  prices of  aluminum  to a certain  degree by
adjusting prices to its customers as a result of these changes when permitted by
contract to do so. When market conditions warrant, forward fixed-price commodity
metal supply  contracts may also be entered into with certain  suppliers.  These
purchase  contracts  cover normal metal usage in the ordinary course of business
over a reasonable period of time.  Lower-of-cost-or-market valuation adjustments
on these contracts is reflected in earnings in the period  incurred.  At May 30,
2004, the Company had no forward fixed-price metal supply contracts.

INTEREST RATE RISK

The Company is exposed to variable  interest rates on its revolver credit notes,
its lender group lines of credit,  its LIFO credit  facility,  and its CTC debt.
The  annual  pretax  earnings  and cash flow  impact  of a  one-percentage-point
increase in the variable interest rates on the Company's variable long-term debt
outstanding at May 30, 2004 would be approximately $1,261.

During the first fiscal  quarter of 2004,  the Company was required as a part of
its CTC loan  agreement to enter into a two-year  interest rate swap.  This swap
converted  half of the CTC  variable  rate debt into fixed  rate  debt,  and was
designated as a hedge against  changes in cash flows  attributable to changes in
the variable  interest  rate. For the first nine months of fiscal 2004, the loss
on the interest rate swap was $2, which was reported in other comprehensive loss
in shareholders' deficit.

ITEM 4 - CONTROLS AND PROCEDURES

The Company's President and Chief Executive Officer and Vice President,  Finance
and Chief Financial Officer, with the participation of the Company's management,
have evaluated the  effectiveness  of the operation of the Company's  disclosure
controls  and  procedures,  as defined in Rule  13a-15(e)  under the  Securities
Exchange Act of 1934 (the "Exchange  Act"),  as of the end of the period covered
by this Quarterly Report.  Based upon that evaluation,  the Company's  President
and Chief  Executive  Officer and Vice  President,  Finance and Chief  Financial
Officer have concluded that the Company's disclosure controls and procedures are
effective  in  timely  alerting  them to  material  information  required  to be
included in the Company's periodic Exchange Act filings.

There have been no  significant  changes to the Company's  internal  controls or
other factors that could  significantly  affect these controls subsequent to the
date of their evaluation.

                                       29
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION

PART II - OTHER INFORMATION

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
        None

ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K

A)   EXHIBITS
     31.1 Certification  of  Joseph R.  Grewe,  President  and  Chief  Executive
          Officer, pursuant to Section 302 of the Sarbanes-Oxley Act

     31.2 Certification  of Francis J. Drew, Vice  President,  Finance and Chief
          Financial Officer, pursuant to Section 302 of the Sarbanes-Oxley Act

     32.1 Certification  of  Joseph R.  Grewe,  President  and  Chief  Executive
          Officer, pursuant to Section 906 of the Sarbanes-Oxley Act

     32.2 Certification  of Francis J. Drew, Vice  President,  Finance and Chief
          Financial Officer, pursuant to Section 906 of the Sarbanes-Oxley Act


b)   REPORTS ON FORM 8-K

     On March 30,  2004,  the  Company  furnished  a Current  Report on Form 8-K
     pursuant to Item 12 reporting that the Company  issued an earnings  release
     announcing  financial results for the quarter and six months ended February
     29, 2004.

     On March 30,  2004,  the  Company  furnished  a Current  Report on Form 8-K
     pursuant  to Item 5  reporting  that the  Company  issued  a press  release
     announcing  the  retirement of Leo W.  Ladehoff from the Amcast  Industrial
     Corporation's Board of Directors.

     On May 19,  2004,  the  Company  furnished  a  Current  Report  on Form 8-K
     pursuant  to Item 4 and 7 reporting  a change in the  Company's  certifying
     accountants for the Company's benefit plans.

                                       30
<PAGE>
                          AMCAST INDUSTRIAL CORPORATION




                               S I G N A T U R E S



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


                                                  AMCAST INDUSTRIAL CORPORATION
                                                  (Registrant Company)




Date:  June 30, 2004                              By:/s/ Joseph R. Grewe
                                                  --------------------------
                                                  Joseph R. Grewe
                                                  President and
                                                  Chief Executive Officer
                                                  (Principal Executive Officer)


Date:  June 30, 2004                              By:/s/ Francis J. Drew
                                                  --------------------------
                                                  Francis J. Drew
                                                  Vice President, Finance and
                                                  Chief Financial Officer
                                                  (Principal Financial Officer)


Date:  June 30, 2004                              By:/s/ Mark D. Mishler
                                                  --------------------------
                                                  Mark D. Mishler
                                                  Corporate Controller
                                                  (Principal Accounting Officer)

                                       31