<PAGE>

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                         SECURITIES AND EXCHANGE COMMISSION 
                                WASHINGTON, D.C. 20549

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

                                      FORM 10-K

 (Mark one)
    (X)  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)
         OF THE SECURITIES AND EXCHANGE ACT OF 1934

                      For the fiscal year ended January 31, 1997

                                          OR

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


                            Commission file number 2-23666

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

                                 CASCADE CORPORATION

                                AN OREGON CORPORATION
                   I.R.S. Employer Identification Number 93-0136592
                                 2020 S.W. 4th Avenue
                                Portland, Oregon 97201
                                     503-227-0024


--------------------------------------------------------------------------------
             SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
                                    Not applicable

             SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
                        Common stock: New York Stock Exchange
--------------------------------------------------------------------------------

    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
                                              ---     ---

    State the aggregate market value of the voting stock held by non-affiliates
of the registrant as of March 31, 1997: $179,375,574. As of this date there were
413 shareholders, including blocks of shares held by various depositories. It is
the Company's belief that when the shares held by the depositories are
attributed to the beneficial owners the total number of shareholders exceeds
2,500. 

    Indicate the number of shares outstanding of each of the registrant's
classes of common stock, as of the close of the latest practicable date: Common
shares outstanding -11,666,704, net of treasury shares.

                         DOCUMENTS INCORPORATED BY REFERENCE 
           Definitive Proxy Statement dated April 14, 1997-Parts I and III 
                      1996 Annual Report to Shareholders-Part II

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

<PAGE>

                                  TABLE OF CONTENTS
                                                                          PAGE
                                                                          ----

PART I   
    ITEM 1.   BUSINESS                                                      1
                   Products and Marketing                                   1
                   Competition                                              2
                   Customers and Suppliers                                  2
                   Patents and Licenses                                     3
                   Research and Development                                 3
                   Foreign Operations                                       3
    ITEM 2.   PROPERTIES                                                    4
    ITEM 3.   LEGAL PROCEEDINGS                                             5
    ITEM 4.   SUBMISSION OF MATTERS TO A VOTE 
                   OF SECURITY HOLDERS                                      5
PART II
    ITEM 5.   MARKET FOR THE REGISTRANT'S COMMON EQUITY AND 
                   RELATED STOCKHOLDER MATTERS                              5
    ITEM 6.   SELECTED FINANCIAL DATA                                       5
    ITEM 7.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
                   CONDITION AND RESULTS OF OPERATIONS                      5
    ITEM 8.   FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA                   7
    ITEM 9.   CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS 
                   ON ACCOUNTING AND FINANCIAL DISCLOSURE                   7
PART III
    ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT            7
    ITEM 11.  EXECUTIVE COMPENSATION                                        8
    ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS 
                   AND MANAGEMENT                                           8
    ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS                8
PART IV
    ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND 
                   REPORTS ON FORM 8-K                                      8
SIGNATURES                                                                  9
     

NOTE: All references to the fiscal year (i.e. Fiscal 1994, 1995 and 1996) refer
to the period ended January 31 of the year subsequent to the fiscal year (i.e.
January 31, 1995, January 31, 1996, and January 31, 1997).

<PAGE>

                                        PART I

ITEM 1.   BUSINESS 
     
PRODUCTS AND MARKETING 

     Cascade Corporation and its subsidiaries ("the Company") are engaged in the
business of designing, manufacturing and selling hydraulically actuated
equipment, forks for lift trucks and non-pneumatic (solid) tires used primarily
in materials handling applications. Products include lift truck attachments,
forks, masts, hose reels, hydraulic cylinders, replacement parts, and solid
tires for the aforementioned products. The Company's manufacturing activities
are conducted in its plants at Portland, Oregon; Springfield, Ohio; Warner
Robins, Georgia and Westminster, South Carolina. Subsidiaries also conduct
manufacturing activities in The Netherlands, the United Kingdom, Canada, China,
Korea, Italy, France, Sweden and Australia. Subsidiaries conduct sales,
engineering and warehousing operations in Canada, China, Korea, Germany, France,
Finland, Spain, Sweden, South Africa, The Netherlands, United Kingdom, Italy and
Japan. Executive offices are in Portland, Oregon. There are 1,989 people
employed by the Company and its subsidiaries. 

     The Company manufactures an extensive line of hydraulically actuated
attachments designed for mounting on industrial lift trucks. The primary
function of these products is to increase the scope and efficiency of materials
handling applications normally performed by lift trucks. The Company presently
offers a wide variety of functionally different attachments, each of which has
several models, capacities and optional combinations. These attachments have
been designed to clamp, lift, rotate, push, pull, tilt and sideshift a variety
of loads such as appliances, paper rolls, baled materials, textiles, beverage
containers, drums, canned goods, bricks, masonry blocks, lumber, plywood and
boxed, packaged, palletized and containerized products of virtually all types. 

     During the last five years, attachments, masts and hose reels have
accounted for 74% to 78% of the Company's consolidated sales. During this same
period, hydraulic cylinders accounted for approximately 8% to 17% of the
Company's consolidated sales. Replacement parts and other sales amounted to
approximately 9% to 14% of total sales between 1992 and 1996.

     The Company's lift truck attachments, masts and hose reels are sold to
equipment dealers and manufacturers. Products are marketed throughout the United
States, Canada, Latin America, Europe, the Middle East, Australia, New Zealand,
South Africa and Asia.

     Hydraulic cylinders are used primarily as components to transmit power in
lift trucks and other types of machinery and industrial equipment. A substantial
number of cylinders are utilized in the Company's proprietary lift truck
attachments and masts. In the United Kingdom, hydraulic cylinders are also sold
to manufacturers of various types of materials handling and other mobile
equipment, usually through negotiations with the customer's purchasing and
engineering departments.

     With the addition of Industrial Tires Limited (ITL) in January 1997, the
Company has expanded its product line to include non-pneumatic (solid) tires.
ITL is a leading manufacturer of solid industrial tires in North America. While
its primary market continues to be fork truck tire business, product development
efforts in the past several years have allowed ITL to enter niche markets
including airport ground support equipment, aerial platform equipment and
off-the-road applications such as waste management and underground mining. ITL
manufactures tires at its facility in Mississauga, Canada and also has tires
produced under license in Sri Lanka, Mexico and China.

     The Company purchased Kenhar Corporation in March 1997. Kenhar Corporation
is the world's leading manufacturer of forks for fork lift trucks and other
mobile material handling equipment. Kenhar also manufactures basebands for solid
rubber industrial tires, wheels and carriage bars used on fork lift trucks.
Kenhar Corporation has manufacturing plants in North America, England, France,
Italy and Korea. Products are sold to original equipment manufacturers (OEM) of
mobile material handling equipment and to the aftermarket consisting of
company-owned and independent distributors, equipment dealers and OEM parts
departments.

     Kenhar's market segments: sales to lift truck OEM, sales to OEM of other
mobile equipment and to the aftermarket have different market cycles. Lift truck
sales are correlated to general industrial 


                                          1
<PAGE>

capital spending while other mobile equipment sales are more closely related to
construction activity and housing starts. The cycles of the segments tend not to
coincide. In addition, the cycles of the Kenhar's global markets; North America,
Europe and Asia, tend not to coincide. As a result, the Company believes that
Kenhar's operations are insulated, to some degree, from significant changes in
the general level of economic activity.

     The majority of ITL sales of solid tires comes from the secondary market
and therefore, is still growing based upon the strong fork lift truck sales of
several years ago. ITL is continuing to see a strong increase in the aerial lift
and airport transportation markets. It is also seeing greater acceptance of
solid tires in the waste management application, a market with strong growth
potential.

     Statistical information in this report for the fiscal year ended January
31, 1997, and prior years does not reflect the ITL and Kenhar acquisitions or
the acquisition of Hyco-Cascade Pty. Ltd. completed in March 1997.
     
COMPETITION

     The Company believes that in all marketing areas, it is one of the 
leading independent suppliers of hydraulically actuated materials handling 
equipment designed for mounting on industrial lift trucks. Several of the 
lift truck manufacturers, who are customers of the Company, are also 
competitors in varying degrees to the extent that they manufacture a portion 
of their attachment requirements. Since the Company offers a broad line of 
attachments capable of supplying a significant part of the total requirements 
for the entire lift truck industry, it believes that its relatively high unit 
volume results in lower costs which would be difficult for any individual 
lift truck manufacturer to achieve.

     The Company's order backlog for all products at January 31, 1997, 1996 and
1995 was approximately $19,520,000, $24,560,000 and $27,010,000 respectively. At
January 31, 1997 approximately 90% (88% and 84% at January 31, 1996 and 1995) of
the order backlog was due for delivery within 60 days and substantially all
within six months. 

     Through its subsidiary, Industrial Tires Limited, the Company has become
one of the largest manufacturers and suppliers to both OEM and the aftermarket
in North America. ITL offers the widest range of product offerings in the
industry. The company believes that the combination of its strong customer base,
extensive product offerings, established distribution systems and state-of
-the-art manufacturing capabilities in North America, Canada, Mexico, China and
Sri Lanka give it significant competitive advantages over other manufacturers in
the industry.

      Kenhar's knowledge of the mobile material handling industry, combined with
commitment to customer service, quality and excellence of products have made it
the world's leading and largest manufacturer of forks. Since manufacturing
facilities are located in most of the major world markets, Kenhar is capable of
supplying its global customers with a full range of products of similar design
and quality, with the added convenience of local service. With this capability,
the Company believes it will continue to maintain its preeminent position.

CUSTOMERS AND SUPPLIERS 

     Since the Company deals with lift truck manufacturers and their dealers, a
substantial portion of its sales are made to the approximately ten major
companies in the industry. NACCO Industries Inc., is the company's single
largest customer. Sales to it and its subsidiaries, Hyster Company and Yale
Materials Handling Inc., were 9.2%, 9.7% and 10.8% of consolidated sales during
the years ended January 31, 1997, 1996 and 1995, respectively. 

     The Company purchases materials and components necessary to produce its
products from many different suppliers. The principal items purchased are rolled
products from steel mills, unfinished castings and forgings, hydraulic motors,
compounded rubber and hardware items such as fasteners, rollers, hydraulic seals
and hose assemblies. With few exceptions, all raw materials are available from
several domestic and foreign suppliers.


                                          2
<PAGE>
PATENTS AND LICENSES

     Patents have been a relatively unimportant factor in the development of the
Company's business. While the Company holds rights under numerous patents, it
believes that the business is not, to any significant degree, dependent on any
patent or group of patents.
 
RESEARCH AND DEVELOPMENT

     Most of the Company's research and product development activities are
performed in a 28,000 square-foot product development center in Portland,
Oregon. The corporate engineering staff develops and designs almost all the
products sold by the Company. This staff numbers approximately 68 engineers and
is continually involved in developing new products and applications in the
materials handling field and improving existing product lines. Consolidated
expenditures for engineering research and development activities in fiscal years
ended January 31, 1997, 1996 and 1995 were approximately $4,900,000, $4,700,000
and $4,500,000 respectively. Substantially all such activities were sponsored by
the Company and its subsidiaries.

FOREIGN OPERATIONS

     Cascade N.V. was organized in The Netherlands in 1958 and is engaged in the
business of manufacturing and marketing hydraulically actuated lift truck
attachments. This subsidiary presently has warehouse, sales and service
facilities in Dusseldorf, Germany; Paris, France; Vantaa, Finland; Barcelona,
Spain and Vaggeryd, Sweden; Sheffield, United Kingdom; Cascade N.V. and its
subsidiaries have 207 employees. 

     Cascade (U.K.) Ltd. was incorporated in the United Kingdom in 1967 and
manufactures and markets hydraulic cylinders and lift truck attachments. This
subsidiary employs 174 people. 

     Cascade (Canada) Inc. was incorporated in Canada in 1970 and presently
conducts marketing, limited engineering and manufacturing activities for the
hydraulically actuated equipment product line from Toronto, Ontario. In addition
ITL, a division of Cascade (Canada) Inc., is devoted to the marketing,
engineering and manufacturing of the solid tire product line. This subsidiary
presently employs 243 people.

     Cascade (Africa) Pty. Limited, employing 8 people, was organized in 1967 in
South Africa and its activities consist of sales, engineering and warehousing. 

     Cascade (Japan) Ltd. was incorporated under the laws of Oregon in 1967, and
carries on engineering, sales and distribution activities in the Japanese
domestic market. A portion of this subsidiary's sales are produced by local
subcontractors. This subsidiary employs 22 people. 

     Cascade Korea Limited was incorporated under the laws of the Republic of
Korea in 1990. Its activities are limited to sales and service. Cascade Korea
Limited employs 3 people.

     Cascade Xiamen was incorporated in 1995 as a wholly owned foreign
enterprise under the laws in the People's Republic of China. This subsidiary
carries on sales, service and manufacturing activities and employs 36 people

     Cascade Material Handling (Australia) Pty Limited was organized in 1972 and
is engaged in the business manufacturing and marketing hydraulically actuated
lift truck attachments. This subsidiary employs 14 people.

     Kenhar Corporation (Kenhar) was purchased in March 1997. Kenhar was
established in 1961 and is engaged in the business of manufacturing and
marketing forks for fork lift trucks. Kenhar has manufacturing facilities in
Guelph, Ontario, Canada; Findlay, Ohio, USA; Vancouver, Washington, USA;
Piscataway, New Jersey, USA; Manchester, United Kingdom; La Machine, France;
Brescia, Italy and Inchon, South Korea. Kenhar conducts sales and warehousing
operations from these locations as well as from other facilities in Vancouver,
British Columbia, Canada; Milton, Ontario, Canada; Decatur, Georgia, USA;
Chicago, Illinois, USA; Buffalo, New York, USA; Charlotte, North Carolina, USA;
Dallas, Texas, USA; Los Angeles, California, USA; San Francisco, California,
USA; Rayleigh, Essex, United Kingdom; Varnamo, Sweden; Shanghai, China; Bad
Urach, Germany; and Toyko, Japan. This subsidiary employes 610 people.

     Hyco-Cascade Pty Ltd. was acquired in March 1997. Hyco-Cascade manufactures
and markets lift truck attachments in Australia and has a sales branch in New
Zealand. This subsidiary 


                                          3
<PAGE>

was incorporated in 1981 and employs 92 people. 

     There are no material risks attendant to the Company's foreign operations
other than those incidental to the regular course of business. For further
information about foreign operations, see Note 10 on page 15 of the 1996 Annual
Report to Shareholders. 
 
ITEM 2.   PROPERTIES

     The Company owns and leases various types of properties located throughout
the continental United States, Europe, Canada, Australia, South Africa, China
and Japan. Of the above mentioned properties, the following are considered
principal facilities which include principal facilities of Kenhar Corporation
and Hyco-Cascade Pty Ltd. which were acquired after January 31, 1997.

<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------
Location                                                                   Type of Activity
------------------------------------------------------------------------------------------------------------------
<S>                                               <C>                 <C>
United States
     Portland, Oregon                             Owned/Leased        Manufacturing, Office, Engineering, Research 
     Springfield, Painesville & Findlay, Ohio     Owned               Manufacturing, Warehouse, Office
     Warner Robins & Decatur, Georgia             Owned/Leased        Manufacturing, Warehouse, Office
     Westminster, South Carolina                  Owned               Manufacturing, Office
     Birmingham, Alabama                          Leased              Warehouse, Office
     Cheektowaga & Buffalo, New York              Leased              Warehouse, Office
     Santa Fe Springs, Los Angeles &              Leased              Warehouse, Office
         San Francisco, California
     Chicago, Illinois                            Leased              Warehouse, Office
     Memphis, Tennessee                           Leased              Warehouse, Office
     Houston & Dallas, Texas                      Leased              Warehouse, Office
     Vancouver, Washington                        Leased              Manufacturing, Office

Europe
     Almere & Hoorn, The Netherlands              Owned               Manufacturing, Office
     Almere & Diemen, The Netherlands             Owned               *
     Dusseldorf & Bad Urach, Germany              Owned/Leased        Warehouse, Office
     Paris & La Machine, France                   Owned               Manufacturing, Warehouse, Office
     Newcastle, Sheffield, Manchester, &          Owned/Leased        Manufacturing, Office
         Rayleigh, United Kingdom
     Brescia, Italy                               Leased              Manufacturing, Office
     Linkoping, Sweden                            Leased              Manufacturing, Warehouse, Office

Other Foreign
     Toronto, Mississauga, Melton,                Owned/Leased        Manufacturing, Warehouse, Office, 
         Coquitlam & Guelph, Canada                                       Engineering, Research
     Melbourne, Brisbane & Sydney, Australia      Owned               Manufacturing, Office
     Auckland, New Zealand                        Leased              Warehouse, Office
     Johannesburg, South Africa                   Leased              Warehouse, Office
     Osaka & Toyko, Japan                         Leased              Warehouse, Office
     Inchon & Seoul Korea                         Leased              Manufacturing, Warehouse, Office
     Xiamen & Shanghai, China                     Leased              Manufacturing, Warehouse, Office

</TABLE>

*The former European headquarters in Almere and the former manufacturing
facility in Diemen are currently held for investment purposes. 

    Several subsidiary companies are parties to various leases of office and
computer equipment, storage space and automobiles which are of minor
consequence.


                                          4
<PAGE>

ITEM 3.  LEGAL PROCEEDINGS

    Neither the Company nor any of its subsidiaries are involved in any
material pending legal proceedings other than litigation related to
environmental matters discussed on page 15 and 16 or matters arising in the
regular course of business. The Company and its subsidiaries are adequately
insured against product liability, personal injury and property damage claims
which may occasionally arise.

ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
    
    The definitive Proxy Statement dated April 14, 1997 is incorporated by
reference. No Matters were submitted to a vote of security holders during the
fourth quarter ended January 31, 1997.



                        PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED 
              STOCKHOLDER MATTERS
    
    Page 17 of the 1996 Annual Report to Shareholders is incorporated by
reference.

ITEM 6.  SELECTED FINANCIAL DATA
    
    Page 1 of the 1996 Annual Report to Shareholders is incorporated by
reference.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
              FINANCIAL CONDITIONS AND RESULTS OF OPERATIONS

GENERAL OVERVIEW

    Consolidated net sales for 1996 (the fiscal year ended January 31, 1997)
totaled $218,485,000, a 6.6% decrease from record sales of $234,030,000 for
1995 and a 19% increase when compared to 1994. Earnings for 1996 were 5% lower
when compared to 1995 earnings before the special charge for environmental
expenses. When compared to prior years, 1996 net income increased 65% from 1995
and was 42% greater than the amount recorded in 1994. 

    Sales in North America in 1996 were 4.8% lower than in 1995 reflecting
softer lift truck shipments following 1995's record levels. Industry booking
figures experienced an improvement during the 1996 fourth quarter and this
favorable trend has continued during the first quarter of 1997. Although 1996
sales in Europe were down 10.2% from 1995, we believe a slow recovery is
underway in the underlying economics of the Continent and we have established
aggressive targets for our important European markets in 1997. Other Cascade
subsidiaries recorded sales increases of 6.7% when compared to 1995, with
particularly strong growth in China and Korea more than offsetting a
disappointing performance in Japan.

    Revenue for 1995 was substantially greater than 1994 due to a 22% increase
in North American sales and a 40% increase in sales in Europe with strong gains
being recorded in nearly all market 


                                          5
<PAGE>

areas. Sales in Japan experienced solid improvement, while sales in Korea and
South Africa were significantly greater than 1994.
 
RESULTS OF OPERATIONS

    Net income for the year ended January 31,1997 was $17,420,000 or $1.48 
per share. This compares to $10,550,000 ($.88 per share) for the year ended 
January 31, 1996, after the special $7,800,000 net of tax ($.65 per share), 
provision for environmental expenses. This represents a very healthy return 
on sales of 8.0% and a return on shareholders' equity of 18.9%. Despite lower 
sales volumes, operating costs were generally held in check, which resulted 
in fairly level margins as compared with prior years. 

    Earnings for fiscal 1995 of $10,550,000 decreased by 13.8% when compared to
1994 net income of $12,250,000. Net income for 1995 was adversely affected by
the special charge mentioned previously. In 1995, the Company recorded a special
charge of $12,000,000 ($7,800,000 net of tax) in anticipation of future
expenses associated with environmental investigation and remediation activities
which may be incurred over a period of up to 30 years. Although these costs are
associated with manufacturing processes which were discontinued over twenty
years ago, this charge is reflected as an operating expense in the Consolidated
Statement of Income and Retained Earnings.

    Over the three year period from fiscal year 1994 to fiscal year 1996, 
both cost of goods sold and selling and administrative expenses, as indicated 
in the Consolidated Statement of Income and Retained Earnings on page 5 of 
the 1996 Annual Report remained relatively steady when expressed as a 
percentage of revenues. Cost of goods sold was 65.5% of net sales in 1996 and 
1995 slightly higher than the 64.6% recorded in 1994. Selling and 
administrative expenses as a percent of net sales increased to 18.4% for 1996 
compared to 17.1% in 1995 but decreased from 19.1% in 1994. As part of our 
growth strategy, we will continue to exercise prudent expense controls to 
ensure favorable bottom line results. Inflation and changing prices have not 
had a material impact on the Company's income in fiscal 1994 through 1996.

    During fiscal 1996, we introduced PLAN 2001 which will position the Company
for further growth. The plan consists of three parts: aggressive pursuit of
market share in existing markets, with focused expansion into smaller, regional
markets; enhanced introduction of new product offerings; and a targeted
acquisition program. The acquisitions announced over the past several months
will enable the Company to serve its customers better with a broader range of
products, and will add some $150 million in revenues based on recent
performance. Please see notes 9 and 13 of the Consolidated Financial Statements
on page 14 and 20 of the 1996 Annual Report for an outline of these
acquisitions.

    The U.S. dollar weakened 9.3% compared to the Dutch guilder and 12.2%
against the Japanese yen during 1996. As a result, foreign currency translation
adjustments decreased shareholders' equity by $2,095,000 ($.18 per share) in
1996. Translation adjustments resulted in a decrease in shareholders' equity of
$120,000 ($.01 per share) for fiscal 1995 and an increase of $3,041,000 ($.25
per share) for fiscal 1994.

LIQUIDITY AND CAPITAL RESOURCES

    For the year ended January 31, 1997 capital expenditures totaled
$16,624,000 compared to $11,825,000 for 1995 and $21,921,000 for 1994.
Expenditures in 1996 were primarily targeted at investments in enhanced
manufacturing, engineering and information systems equipment, along with tooling
for new product introductions. Included in the 1996 amount are expenditures
associated 


                                          6
<PAGE>

with expansion and consolidation at our Portland, Oregon manufacturing facility,
which will be completed in 1997. This project will allow the Company's Executive
Team to relocate from Parkside Center in downtown Portland to join the balance
of the corporate staff, which will facilitate our team management style. 

    Dividends were $.45 for both 1996 and 1995. In addition to the regular
$.09 quarterly dividend, the Board of Directors also declared a $.09 special
dividend both years which was paid with the fourth quarter dividend. In 1994
dividends totaled $.375 including the regular $.075 quarterly dividend and a
special year-end dividend of $.075. 

    The Company increased short and long-term borrowings by $27,434,000
during 1996 primarily in connection with the acquisitions discussed earlier.
Combined short and long-term debt amounts to 45.5% of shareholders' equity. Cash
and cash equivalents were $15,642,000 at January 31, 1997 compared to
$23,326,000 at the prior year end. Current assets at January 31, 1997 were 1.5
times current liabilities. The Company's strong cash position, together with
available borrowing capacity, is more than sufficient to meet our short-term
requirements. In order to finance the acquisition of Kenhar Corporation and
Hyco-Cascade Pty Ltd. subsequent to January 31, 1997, the Company entered into
an agreement which increased the Company's available borrowing capacities from
$81,816,000 to $111,816,000. 

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

    Pages 5 through 16 to the 1996 Annual Report to Shareholders are
incorporated by reference. 

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

    None. 

                                       PART III

ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

    The definitive Proxy Statement dated April 14, 1997 is incorporated by
reference.

    The term of office of all officers is one year. Names, ages and position of
all executive officers of Cascade Corporation follow. 

--------------------------------------------------------------------------------
                           Year First
                            Elected
Name                    Age  Officer   Present Position
--------------------------------------------------------------------------------
Joseph J. Barclay       64   1968      Chairman and Director 
Robert C. Warren, Jr.   48   1984      President, Chief Executive Officer and
                                       Director
James P. Miller         49   1992      Executive Vice President, Secretary and
                                       Treasurer 
William J. Harrison     58   1997      Executive Vice President
Gregory S. Anderson     48   1991      Vice President-Human Resources
Richard S. Anderson     49   1996      Vice President-Material Handling Product
                                       Group
Terry H. Cathey         49   1993      Vice President-Material Handling
                                       Operations
Zouhdi M. Derhalli      64   1993      Vice President-Material Handling Product
                                       Development
Robert L. Mott          55   1996      Vice President-OEM Product Group
--------------------------------------------------------------------------------


                                          7


<PAGE>

ITEM 11. EXECUTIVE COMPENSATION
    
    The definitive Proxy Statement dated April 14, 1997 is incorporated by
reference.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND 
              MANAGEMENT 

    The definitive Proxy Statement dated April 14, 1997 is incorporated by
reference.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

    None. 

PART IV

ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES, AND REPORTS ON     
         FORM 8-K 

INDEX TO FINANCIAL STATEMENTS 

(a) 1.   CONSOLIDATED FINANCIAL STATEMENTS 

    The Consolidated Financial Statements, together with the report thereon of
Price Waterhouse LLP dated March 18, 1997, appearing on pages 5 to 16 of the
accompanying 1996 Annual Report are incorporated by reference in this Form 10-K
Annual Report. With the exception of the aforementioned information and
information incorporated in Items 5, 6 and 8, the 1996 Annual Report is not to
be deemed filed as part of this report. 
    
    2.   FINANCIAL STATEMENT SCHEDULES-1996, 1995 AND 1994

    Financial statement schedules not included in this Form 10-K Annual Report
have been omitted because they are not applicable or not required.

         The individual financial statements of the registrant and its
subsidiaries have been omitted since the registrant is primarily an operating
company and all subsidiaries included in the consolidated financial
statements, in the aggregate, do not have minority equity interests and/or
indebtedness to any person other than the registrant or its consolidated
subsidiaries in amounts which together exceed 5% of the total consolidated
assets at January 31, 1997, except indebtedness incurred in the ordinary course
of business which is not overdue. 

    3.   EXHIBITS
           1.  Copy of Notice of Annual Meeting dated April 14, 1997. 
           2.  Copy of Form of Proxy for Annual Meeting. 
           3.  Basic documents incorporated by reference: 
           Articles of Incorporation filed with the Commission May 28, 1965. 
           Amendment to Articles of Incorporation filed in Proxy Statement  
             for annual meeting of shareholders May 12, 1987, filed with the   
             Commission April 14,1988. 
           Amendment to Articles of Incorporation filed in Proxy Statement   
             for annual meeting of shareholders May 9, 1989, filed with the   
             Commission April 27, 1990. 
           By-Laws, as amended to February 8, 1989, filed with the   
             Commission April 27,1990. 
           Specimen copy of stock certificate, filed as Exhibit 4-1 to Form  
             S-1, filed with the Commission May 28, 1965. 

(b) REPORTS ON FORM 8-K 

    During the quarter ended January 31, 1997, the Company filed a current
report on Form 8-K with the Commission dated January 13, 1997 reporting the
acquisition of Industrial Tires Limited (ITL).


                                          8


<PAGE>

                                      SIGNATURES

    Pursuant to the requirements of Section 13 and 15(d) of the Securities
Exchange Act of 1934, the registrant, CASCADE CORPORATION has duly caused this
annual report to be signed on its behalf by the undersigned thereunto duly
authorized.

                                       CASCADE CORPORATION


                                            -----------------------------------
                                       By:  James P. Miller
                                            EXECUTIVE VICE PRESIDENT, SECRETARY
                                            & TREASURER

    Pursuant to the requirements of the Securities Exchange Act of 1934 this
report has been signed below by the following persons on behalf of the
registrant and in the capacities on the dates indicated.



-------------------------------------------------------------------------------
Joseph J. Barclay                                                 Date
CHAIRMAN, DIRECTOR


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Robert C. Warren, Jr.                                             Date
PRESIDENT AND CHIEF EXECUTIVE OFFICER, DIRECTOR


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Richard C. Hire, DIRECTOR                                         Date


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Eric Hoffman, DIRECTOR                                            Date


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C. Calvert Knudsen, DIRECTOR                                      Date


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Nicholas R. Lardy, DIRECTOR                                       Date


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Lawrence S. Maunder, DIRECTOR                                     Date


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James S. Osterman, DIRECTOR                                       Date


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Jack B. Schwartz, DIRECTOR                                        Date      


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Rob Spaans, DIRECTOR                                              Date



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