FORM 10-K

                        SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

            (Mark One)

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

           For the fiscal year ended December 31, 1995

           [ ]  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 1-2199

                           ALLIS-CHALMERS CORPORATION             
             (Exact name of registrant as specified in its charter)

                Delaware                                   39-0126090 
           (State or other jurisdiction of               (I.R.S. Employer
            incorporation or organization)              Identification No.)

          Box 512, Milwaukee, Wisconsin                     53201-0512   
       (Address of principal executive offices)             (Zip code)

   Registrant's telephone number, including area code   (414)475-2000 

        Securities registered pursuant to Section 12(b) of the Act:  None

           Securities registered pursuant to Section 12(g) of the Act:

                               Title of each class

                          Common Stock - $.15 Par Value

           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 if disclosure of delinquent filers pursuant
   to Item 405 of Regulation S-K is not contained herein, and will not be
   contained, to the best of registrant's knowledge, in definitive proxy or
   information statements incorporated by reference in Part III of this Form
   10-K or any amendment to this Form 10-K.  Yes       No   X  

           Indicate by check mark whether the registrant has filed all
   documents and reports required to be filed by Sections 12, 13 or 15(d) of
   the Securities Exchange Act of 1934 subsequent to the distribution of
   securities under a plan confirmed by a court.  Yes   X   No      

           At March 1, 1996 there were 1,003,028 shares of Common Stock
   outstanding.

                       DOCUMENT INCORPORATED BY REFERENCE

                                              Parts of Form 10-K Into Which
                                                Portions of Document are   
           Document                            Incorporated by Reference   

   Annual Report to Shareholders                   Parts I and II
   for fiscal year ended
   December 31, 1995

   <PAGE>
                                                                       Page 2
                             1995 FORM 10-K CONTENTS
   PART I

           Item                                                     Page
           1. Business.                                                3
           2. Properties.                                              5
           3. Legal Proceedings.                                       5
           4. Submission of Matters to a Vote of
                Security Holders.                                      7

   PART II
           5. Market for Registrant's Common Equity
                and Related Stockholder Matters.                       8
           6. Selected Financial Data.                                 8
           7. Management's Discussion and Analysis of Financial
                Condition and Results of Operations.                   8
           8. Financial Statements and Supplementary Data.             8
           9. Changes in and Disagreements with Accountants on
                Accounting and Financial Disclosure.                   8

   PART III
           10.  Directors and Executive Officers
                of the Registrant.                                     9
           11.  Executive Compensation.                               12
           12.  Security Ownership of Certain Beneficial
                Owners and Management.                                14
           13.  Certain Relationships and Related Transactions.       15

   PART IV
           14.  Exhibits, Financial Statement Schedules and 
                Reports on Form 8-K.                                  16

   Signatures.                                                        21

   <PAGE>
                                                                       Page 3
                                     PART I

   ITEM 1.  BUSINESS.

   (a)  Development of the Business

   GENERAL

   Allis-Chalmers Corporation ("Allis-Chalmers" or the "Company") was
   incorporated in 1913 under Delaware law.  The Company sold its major
   operating businesses in 1988 in accordance with its First Amended and
   Restated Joint Plan of Reorganization (Plan of Reorganization) under
   Chapter 11 of the United States Bankruptcy Code.  The Plan of
   Reorganization was confirmed by the Bankruptcy Court on October 31, 1988
   after acceptance by creditors and shareholders and was consummated on
   December 2, 1988.  See Item 3. LEGAL PROCEEDINGS for a discussion of such
   proceedings.

   The Company has its principal executive office in West Allis, Wisconsin
   and it maintains three wholly-owned subsidiaries.  One subsidiary, Houston
   Dynamic Service, Inc., operates a machine repair business in Houston,
   Texas; the other two subsidiaries, KILnGAS R&D, Inc. and U.S. Fluidcarbon
   Inc., are inactive.

   On September 22, 1994, the Company sold its B.R.B. Industries division. 
   B.R.B. Industries, which was acquired by the Company on December 20, 1989
   in a purchase of assets, is a Hoboken, New Jersey manufacturer of molded
   fabric products serving the apparel and lingerie markets and the home
   sewing and notions industries.

   (b)  Financial Information About Industry Segments

   The Company operates in a single industry segment -- the repair and
   service of mechanical rotating equipment for the industrial, utility and
   governmental aftermarkets.

   (c)  Narrative Description of Business

   The principal business activities of the Company are as follows:

   MACHINE REPAIR

   Sales of the machine repair business operated by Houston Dynamic Service,
   Inc. (HDS), a wholly-owned subsidiary of the Company, were $3,190,000 in
   1995, $3,580,000 in 1994 and $3,298,000 in 1993.  The decrease in sales
   from 1994 was primarily the result of a weakened market for machinery
   repair and services.

   HDS services and repairs various types of mechanical equipment, including
   compressors (centrifugal, rotary, axial and reciprocating), pumps,
   turbines, engines, heat exchangers, centrifuges, rollers, gears, valves,
   blowers, kilns, crushers and mills.  Services provided include 

                                                                       Page 4

   emergency repair, disassembly, inspection, repair testing, parts
   duplication, machining, balancing, metalizing, milling, grinding, boring,
   welding, modification, reassembly, field machining, maintenance,
   alignment, field service, installation, startup and training.

   HDS employed 30 people on December 31, 1995.  It operates out of a
   facility in Houston, Texas which was purchased by HDS in 1990.  The
   facility includes repair shop and office space.

   HDS serves various industrial customers, including those in the
   petrochemical, chemical, refinery, utility, waste and waste treatment,
   minerals processing, power generation, pulp and paper and irrigation
   industries.

   OTHER DATA

   Competition in the Company's machine repair business consists of nine
   major original equipment manufacturers (OEM) and numerous smaller
   independent competitors.  Many of these competitors have special strengths
   in certain product areas because of customer preferences for OEM suppliers
   or because specialized patented technologies are offered.  The principal
   methods of competition are price, quality, delivery, customer service and
   warranty.

   The principal raw materials and purchased components used in the machine
   repair business are alloy and stainless steels, castings and forgings,
   aluminum, copper, gears and other basic materials.  Alternative sources of
   supply exist or could be developed for all of these raw materials and
   components.  This business is highly labor intensive.

   Some of the Company's products, processes and systems are covered by
   patents owned by or licensed to the Company.  No particular product,
   process or system is dependent on a single fundamental patent, the loss of
   which would jeopardize the Company's businesses.  The Company licenses the
   use of a number of its trademarks, from which it receives income.

   In 1995, the Company recorded sales to one customer which accounted for
   10% or more of total sales -- Amoco Chemical generated 26% of 1995 sales,
   19% of 1994 sales and 22% of 1993 sales.  In 1994 the Company, had two
   customers which accounted for 10% or more of total sales.  Amoco Chemical
   (detailed above) and Chevron Corporation generated 15% of 1994 sales.  In
   1993 sales of 10% or more of the total sales were made to two customers --
   Amoco Chemical (detailed above) and Siemens Corporation at 11% of 1993
   sales.

   Expenditures relating to compliance with federal, state and local
   environmental protection laws are not expected to have a material effect
   on the Company's capital expenditures, results of operations, financial
   condition or competitive position.  The Company is not aware of any
   present statutory requirements concerning environmental quality that would
   necessitate capital outlays which would materially affect the Company.  In
   conjunction with consummation of the Plan of Reorganization, the Company
   settled all known environmental claims asserted by the United States
   Environmental Protection Agency (EPA) as well as claims asserted by
   certain state agencies.  However, the EPA and eight third parties have
   claimed that Allis-Chalmers is liable for cleanup costs associated with
   certain hazardous waste disposal sites in which products

                                                                       Page 5

   manufactured and sold by Allis-Chalmers before consummation of the Plan of
   Reorganization were ultimately disposed of by others.  Since Allis-
   Chalmers manufactured and sold the products disposed of in these sites
   before consummation of the Plan of Reorganization, Allis-Chalmers has
   taken the position that all cleanup costs or other liabilities related to
   these sites were discharged in the bankruptcy.  See Item 3. LEGAL
   PROCEEDINGS.

   The Company's employment was 34, 41 and 136 at December 31, 1995, 1994 and
   1993 respectively.

   For more detailed information, the 1995 Consolidated Financial Statements,
   Notes to Consolidated Financial Statements and Management's Discussion and
   Analysis should be read in their entirety.

   (d)     Financial Information About Foreign and
           Domestic Operations and Export Sales

   The Company has no foreign operations or significant export sales.

   ITEM 2. PROPERTIES.

   The Company's principal operating facility is a repair shop and office
   building in Houston, Texas which is owned by HDS.  Allis-Chalmers leases
   its administrative offices in West Allis, Wisconsin on a short-term basis. 
   The facilities are considered adequate and suitable for the Company's
   principal business.

   ITEM 3.  LEGAL PROCEEDINGS.

   REORGANIZATION PROCEEDINGS UNDER CHAPTER 11
   OF THE UNITED STATES BANKRUPTCY CODE

   On June 29, 1987 Allis-Chalmers and 17 of its domestic subsidiaries filed
   separate voluntary petitions for reorganization under Chapter 11 of the
   United States Bankruptcy Code.  The Plan of Reorganization was confirmed
   by the Bankruptcy Court on October 31, 1988 after acceptance by creditors
   and shareholders, and the Plan of Reorganization was consummated on
   December 2, 1988.

   At confirmation, the Bankruptcy Court approved the establishment of the A-
   C Reorganization Trust as the primary vehicle for distributions under the
   Plan of Reorganization, two trust funds to service health care and life
   insurance programs for retired employees and a trust fund to process and
   liquidate future product liability claims.  Cash of approximately $400
   million and other assets with a net book value of $38 million were
   distributed to creditors or transferred to the trusts, and the trusts
   assumed responsibility for substantially all remaining cash distributions
   to be made to holders of claims and interests pursuant to the Plan of
   Reorganization.  The Company was thereby discharged of all debts that
   arose before confirmation of the Plan of Reorganization,

                                                                       Page 6

   and all of its capital stock was canceled and made eligible for exchange
   for shares of the reorganized Company.

   The Company does not administer any of the aforementioned trusts and
   retains no responsibility for the assets transferred to or distributions
   to be made by such trusts pursuant to the Plan of Reorganization.

   For a description of restrictions on the transfer of the common stock of
   the reorganized Company (Common Stock), see Item 5. MARKET FOR
   REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.

   ENVIRONMENTAL PROCEEDINGS

   As part of the Plan of Reorganization the Company made a cash payment of
   $4.5 million to the EPA in settlement of the EPA's claims for cleanup
   costs at all sites where the Company was alleged to have disposed of
   hazardous waste.  The EPA settlement included both past and future cleanup
   costs at these sites and released the Company of liability for claims of
   contribution or indemnity which may be asserted by other potentially
   responsible parties against Allis-Chalmers in connection with these
   specific sites.

   In addition to the EPA settlement, the Company negotiated settlements of
   various environmental claims which had been asserted by certain state
   environmental protection agencies.  These settlements, totaling
   approximately $200,000, were approved by the Bankruptcy Court.

   Since consummation of the Plan of Reorganization on December 2, 1988, a
   number of parties, including the EPA, have asserted that the Company is
   responsible for the cleanup of hazardous waste sites.  These assertions
   have been made only with respect to the Company's prebankruptcy
   activities.  No claims have been asserted against the Company involving
   its postbankruptcy operations.

   Before the settlement with the EPA in the bankruptcy proceedings, an
   attempt was made by the parties to identify all possible hazardous waste
   disposal sites and to settle all liabilities relating to those sites. 
   Notwithstanding the breadth of the settlement, various EPA regional
   offices have continued to assert cleanup claims against Allis-Chalmers
   with respect to six sites.  Apparently, not all offices of the EPA are
   aware of the settlement agreement, since at least two of these claims
   involve sites with respect to which the EPA specifically agreed not to
   sue.

   Eight other parties have asserted that the Company is responsible for
   environmental cleanup costs or associated EPA fines in connection with
   seven additional sites.  In each instance the Company activities
   complained of occurred prior to the Company's bankruptcy proceedings and
   the third parties did not file proofs of claim in the bankruptcy
   proceedings.  The filing of such proofs of claim is required by the
   Bankruptcy Code to effect a claim against a Chapter 11 debtor.  A
   bankruptcy discharge defense has been asserted by the Company in each
   instance.
                                                                       Page 7

   Although the law in this area is still somewhat unsettled, three Federal
   Courts of Appeal have held that a debtor can be discharged of
   environmental cleanup liabilities related to its prebankruptcy activities. 
   The Company believes it will prevail in its position that its liability to
   the EPA and third parties for prebankruptcy environmental cleanup costs
   has been fully discharged.  In one particular site, the EPA's Region III
   has concurred with the Company's position that claims for environmental
   cleanup were discharged pursuant to the bankruptcy.  While each site is
   unique with different circumstances, the Company has notified other
   Regional Offices of the EPA of this determination associated with the
   Region III site.  The Company has not received responses from the other
   Regional offices.

   The EPA and certain state agencies also continue to request information in
   connection with various waste disposal sites in which products
   manufactured by Allis-Chalmers before consummation of the Plan of
   Reorganization were ultimately disposed of by other parties.  Although the
   Company has been discharged of liabilities with respect to hazardous waste
   sites, it is under a continuing obligation to provide information with
   respect to its products to federal and state agencies.  The A-C
   Reorganization Trust, under its mandate to provide Plan of Reorganization
   implementation services to the Company, has responded to these
   informational requests because prebankruptcy activities are involved.

   ITEM 4.  SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

   Not applicable.
                                                                       Page 8

                                     PART II

   The information required by Items 5, 6, 7 and 8 of Part II is incorporated
   by reference to the Company's 1995 Annual Report to Shareholders as
   follows:

      Item 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED
           STOCKHOLDER MATTERS - page 4 of 1995 Annual Report to
           Shareholders.

      Item 6.  SELECTED FINANCIAL DATA - page 5 of 1995 Annual Report to
           Shareholders.

      Item 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
           CONDITION AND RESULTS OF OPERATIONS - pages 6 through 11 of
           1995 Annual Report to Shareholders.

      Item 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA - pages 12
           through 28 of 1995 Annual Report to Shareholders.


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

           None.
                                                                       Page 9

                                    PART III

   ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.

   (a)  Identification of Directors

        The following individuals were elected as directors of the Company at
        the meeting of shareholders on October 25, 1989 (or have been
        appointed to fill vacancies caused by the resignation of two such
        directors) to serve until the next meeting of shareholders.

        John R. Collins, age 68, a director since December 1988.  Mr. Collins
        retired in 1989 after serving since 1985 as Administrative Assistant
        to the Secretary-Treasurer of International Union, United Automobile,
        Aerospace & Agricultural Implement Workers of America -- UAW.

        John T. Grigsby, Jr., age 55, a director since December 1988. 
        Mr. Grigsby has been a Vice Chairman of the Board of the Company
        since May 1989, an Executive Vice President since October 1989 and
        Chief Financial Officer since January 1996, having previously served
        since December 1988 as the Company's Chairman and Chief Executive
        Officer.  Prior to that time and since July 1987, Mr. Grigsby was
        employed by the Company as Managing Director, Restructure Project. 
        Mr. Grigsby also serves as the A-C Reorganization Trustee, as
        President of Thomson McKinnon Securities, Inc. during winddown and
        liquidation of its affairs and President and Chief Executive Officer
        of Nationwise Automotive, Inc., an automotive replacement parts
        retailer.  He has been a director of 1st Southern Bank of Boca Raton,
        Florida since September 1987 and First Florida Industries, Inc. since
        July 1985.

        H. Sean Mathis, age 49, a director since December 1988.  Mr. Mathis
        was elected as Chairman and Chief Executive Officer of the Company on
        January 16, 1996 and prior thereto, Mr. Mathis served as a Vice
        President of the Company since July, 1989.  Mr. Mathis acted as the
        Federal Court Appointed Trustee for International Wire News Service
        Liquidation Corp., formerly United Press International (UPI) from
        August 1992 to May 1994.  From November 1991 to July 1992, he served
        as Vice Chairman and a Director of UPI (then a news syndication
        service).  Mr. Mathis was President and Chief Operating Officer of
        Ameriscribe Corporation, New York from May 1990 to October 1993 and
        is currently President and a Director of Gulfstream Capital Partners,
        Inc.  From 1993 to 1995 Mr. Mathis was President and a Director of
        RCL Capital Corporation.  He is also a Director of USTrails Inc. and
        Allied Digital Technologies Corp.

        Claude D. Montgomery, age 43, a director since December 1988.  Since
        June 1993 Mr. Montgomery has been a director and shareholder in
        Marcus Montgomery P.C., a law firm, formerly known as Marcus
        Montgomery Wolfson P.C.  Mr. Montgomery was a director and
        shareholder in Varet, Marcus & Fink P.C., formerly known as Milgrim,
        Thomajan & Lee P.C., attorneys, New York August 1989 through June
        1993.  Mr. Montgomery was a founding partner of Myerson & Kuhn,
        attorneys, New York, from January 1988 to July 1989.  Prior to that
        time and since 1984, he was a founding partner of Booth, Marcus &

                                                                      Page 10

        Pierce, attorneys, New York.

        Robert E. Nederlander, age 62, a director since May 1989. 
        Mr. Nederlander was elected by the Board of Directors on November 16,
        1993 to serve as a Vice Chairman of the Board, having previously
        served as Chairman of the Board and Chief Executive Officer of the
        Company since May 1989.  He is also President and director of
        Nederlander Organization, Inc., New York, an owner and operator of
        one of the world's largest chains of  theaters since November 1981;
        President of  Nederlander Television and Film Productions, Inc. since
        October 1985; Partner in New York Yankees Baseball Club since 1973
        and Managing General Partner from September 13, 1990 through December
        31, 1991; director and Chairman of the Board of  Riddell Sports, Inc.
        since April 1988;  Chairman of the Board of MEGO Corporation, since
        January 1988; and a director of HFS Incorporated since 1995. 

        John E. Sundman, age 69, a director since December 1988.  Mr. Sundman
        retired in December 1991 as Vice President of Corcap, Inc., Hartford,
        Connecticut, a position which he held since July 1988, when Corcap
        was spun off by Lydall, Inc., Manchester, Connecticut.  Prior to that
        time and since April 1978, he was Vice President, Chief Financial
        Officer and a director of Lydall, Inc.  He remains a director of
        Corcap, Inc. 

        Allan R. Tessler, age 59, a director since September 1992.  Mr.
        Tessler served as Chairman of the Board and Chief Executive Officer
        of the Company from November 1993 until January 1996.   Mr. Tessler
        is Chairman of the Board and Chief Executive Officer of International
        Financial Group, Inc. since 1987; and Co-Chief Executive Officer of
        Data Broadcasting Corporation since June 1992.  Mr. Tessler is also
        Chairman of the Board of Great Dane Holdings, Inc., Enhance Financial
        Services Group, Inc. and Jackpot Enterprises, Inc. and director of
        The Limited, Inc. 

        Leonard Toboroff, age 62, a director since May 1989.  Mr. Toboroff
        has been a Vice Chairman of the Board and an Executive Vice President
        of the Company since May 1989; a director and Vice Chairman of 
        Riddell Sports, Inc. from April 1988 to the present; a practicing
        attorney continuously since 1961 to the present; a director since
        August 1987 and former Chairman and Chief Executive Officer from
        December 1987 to May 1988 of Ameriscribe Corporation; and formerly a
        director, Chairman and Chief Executive Officer from May 1982 through
        June 1982 and Vice Chairman June 1982 through September 1988 of
        American Bakeries Company.  Mr. Toboroff is also a director of Banner
        Aerospace, Inc. and Saratoga Beverage, Inc.

        (b)  Identification of Executive Officers

        Name, Age as of March 1,
          1996, and Position                      Business Experience
        H. Sean Mathis, 49,                See Item 10, subsection (a) above.
        Chairman of the Board and
        Chief Executive Officer
                                                                      Page 11

        Leonard Toboroff, 62,              See Item 10, subsection (a) above.
        Vice Chairman of the Board
        and Executive Vice
        President

        John T. Grigsby, Jr., 55,          See Item 10, subsection (a) above.
        Vice Chairman of the Board,
        Executive Vice President and
        Chief Financial Officer

        Robert E. Nederlander, 62,         See Item 10, subsection (a) above.
        Vice Chairman of the Board

        Jeffrey I. Lehman, 46,             Mr. Lehman commenced his 
        Treasurer                          employment with Allis-Chalmers and
                                           was elected to his current
                                           position in February, 1996.  Since
                                           1991, Mr. Lehman has been employed
                                           by the A-C Reorganization Trust
                                           and Thomson McKinnon Securities
                                           during winddown and liquidation of
                                           their affairs.  He has also
                                           provided financial consultation
                                           since 1985.

   (c)  Identification of Certain Significant Employees

        None

   (d)  Family Relationships

        None

   (e)  Business Experience

        See this Item 10, subsections (a) and (b) above.

   (f)  Involvement in Certain Legal Proceedings

        None

   (g)  Promoters and Control Persons

        Not applicable
                                                                      Page 12

   ITEM 11.  EXECUTIVE COMPENSATION.

   EXECUTIVE COMPENSATION

   The following table sets forth certain information concerning compensation
   paid to or earned by the Company's only executive officer who earned more
   than $100,000 during the fiscal year ended December 31, 1995.  Allan R.
   Tessler, Chairman of the Board and Chief Executive Officer received no
   compensation during 1995.  Mr. Tessler resigned from these positions on
   January 16, 1996.

                           Summary Compensation Table

                                             Annual Compensation
                                                                  Other
   Name and Principal Position        Salary         Bonus     Compensation

   Robert M. Qualls
   Vice President and       1995      $160,546*      $ -       $ -
   Chief Financial 
   Officer, Treasurer       1994      $114,048       $ -       $ -
   and Secretary
                            1993      $113,541       $ -       $ -

   *Mr. Qualls resigned as Vice President and Chief Financial Officer,
   Treasurer and Secretary effective November 1, 1995 and received severance
   pay equal to six months salary in accordance with Company employee benefit
   programs.  Pursuant to the Plan of Reorganization, the Company was
   reimbursed for severance paid to Mr. Qualls.

   LONG-TERM STOCK INCENTIVE PLAN

   The Company's Long-Term Stock Incentive Plan (1989), adopted by the
   shareholders at the 1989 shareholders meeting, provides for grants to
   officers and key employees of stock options, stock appreciation rights,
   performance shares, restricted stock, restricted stock units and other
   stock-based awards.  The maximum number of shares which may be granted
   with respect to stock-based awards is 50,000.  Options to purchase shares
   may be granted at prices equal to not less than the fair market value at
   the date of grant, except that options to purchase up to 13,333 shares may
   be granted at a price which is not less than the fair market value on
   October 25, 1989, the date on which the Stock Incentive Plan was approved
   by shareholders.  Options are exercisable within a period not to exceed 10
   years from date of grant.  Stock appreciation rights allow the holder to
   receive the difference between the exercise price and the fair market
   value of the stock at the date of exercise in cash or shares of common
   stock.  No stock options or stock appreciation rights have been granted to
   date.
                                                                      Page 13

   RETIREMENT PLAN

   The Allis-Chalmers Consolidated Pension Plan covers 5 active employees at
   the beginning of 1996.  The Retirement Plan is a tax qualified defined
   benefit pension plan whose participants include Mr. Qualls.  Effective
   March 31, 1987 the Retirement Plan was capped and frozen, without further
   increase in benefits provided by the Company after that date.

   The approximate annual retirement benefits which will commence to Mr.
   Qualls upon attaining age 65 will be $5,900.  The amount is before any
   adjustment for a surviving spouse's pension and is not subject to Social
   Security offset or other deductions.

   SAVINGS PLAN

   The Company's Savings Plan was initiated in 1968.  The Savings Plan
   permits the Company to contribute in its discretion cash or stock to
   participants' accounts.  However, on June 1, 1985 the Company discontinued
   contributions to the Savings Plan.  Employees may terminate voluntary
   participation in certain portions of the Savings Plan and withdraw their
   voluntary contributions at any time.  However, there are restrictions on
   withdrawals of the Company matching contributions.

   Upon retirement, death or other termination of employment, employee
   account balances generally may be withdrawn in lump sum or in
   installments.  Withdrawal of contributions is also permitted for defined
   hardships.

   During 1995 contributions by Company participants to the Savings Plan
   under Section 401(k) of the Internal Revenue Code totaled $59,400.  At
   December 31, 1995 there were a total of 290 participants in the Savings
   Plan, of whom 17 were active employees of the Company.

   COMPENSATION OF DIRECTORS

   Since December 1, 1990, the annual retainer for services as a director
   (previously $13,500 per year) has been suspended, the attendance fee for
   each Board meeting attended was reduced from $425 to $100 and the
   attendance fee for each Committee meeting was suspended.

   TERMINATION OF EMPLOYMENT AND CHANGE OF CONTROL ARRANGEMENT

   Robert M. Qualls, Vice President and Chief Financial Officer, Treasurer
   and Secretary resigned from the Company effective November 1, 1995.

   Allan R. Tessler, a current director, resigned as Chairman of the Board
   and Chief Executive Officer effective January 16, 1996.

   H. Sean Mathis became Chairman of the Board and Chief Executive Officer,
   effective January 16, 1996, in addition to his position as Director.

                                                                      Page 14

   John T. Grigsby, Jr. became Chief Financial Officer, effective January 16,
   1996 in addition to being Vice Chairman, Executive Vice President and a
   Director.

   Jeffrey I. Lehman became Treasurer, effective February 16, 1996.


   ITEM 12.  SECURITY OWNERSHIP OF CERTAIN
             BENEFICIAL OWNERS AND MANAGEMENT.

   (a)  Security Ownership of Certain Beneficial Owners

        The following table lists the beneficial ownership with respect to
        all persons known to the Company to be the beneficial owner of more
        than 5% of the Company's Common Stock as of March 1, 1996.

                                           Amount and Nature     Percent of
         Name and Address                    of Ownership          Class

        AL-CH Company, L.P., 810 Seventh
        Avenue, New York, NY  10019
        (includes shares held by Messrs. 
        Nederlander and Toboroff
        as described below)                    407,251(1)             40.6%

        Wells Fargo Bank, P.O. Box 60347,
        Los Angeles, CA  90060, Trustee 
        under that certain Amended and 
        Restated Retiree Health Trust 
        Agreement for UAW Retired 
        Employees of Allis-Chalmers
        Corporation                            136,406                13.6%

        Firstar Trust Company, 
        777 East Wisconsin Avenue, 
        Milwaukee, WI  53202, Trustee 
        under that certain Amended and 

        Restated Retiree Health Trust 
        Agreement for Non-UAW Retired 
        Employees of Allis-Chalmers 
        Corporation                            101,977                10.2%

        (1)  Messrs. Nederlander and Toboroff are beneficial owners of and
             have shared voting power and shared dispositive power over the
             407,251 shares of common stock held by AL-CH Company, L.P., a
             Delaware limited partnership, of which the general partners are
             Q.E.N., Inc., a Michigan corporation controlled by Mr.
             Nederlander, and Lenny Corp., a Delaware corporation controlled
             by Mr. Toboroff.  Mr. Allan R. Tessler is a limited partner in
             AL-CH Company, L.P.

                                                                      Page 15
   (b)  Security Ownership of Management

        The following table sets forth the number of shares of common stock
        of the Company beneficially owned as of March 1, 1996 by directors,
        the executive officers named in the Summary Compensation Table and
        all directors and executive officers as a group.  Except as otherwise
        noted in the footnotes, the persons listed have sole voting and
        investment power over the shares beneficially owned.

                                           Amount and Nature   Percent of
           Name                               of Ownership         Class    

        John R. Collins                             0               *
        John T. Grigsby, Jr.                    9,535               1.0%
        H. Sean Mathis                              0               *
        Claude D. Montgomery                      533 (1)           *
        Robert E. Nederlander                 407,251 (2)          40.6% (2)
        John E. Sundman                         3,333               *
        Allan R. Tessler                            0               *
        Leonard Toboroff                      407,251 (2)          40.6% (2)
        All directors and officers as
        a group (including the above)         420,652              41.9%

        *less than 1%

        (1)  Shares are owned beneficially by Mr. Montgomery's spouse as to
             which he disclaims beneficial ownership.

        (2)  Messrs. Nederlander and Toboroff are beneficial owners of and
             have shared voting power and shared dispositive power over the
             407,251 shares of common stock held by AL-CH Company, L.P., a
             Delaware limited partnership, of which the general partners are
             Q.E.N., Inc., a Michigan corporation controlled by Mr.
             Nederlander, and Lenny Corp., a Delaware corporation controlled
             by Mr. Toboroff.  Mr. Allan R. Tessler is a limited partner in
             AL-CH Company, L.P.

   (c)  Changes in Control

        None

   ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.

   (a)  Transactions with Management and Others

        None

   (b)  Certain Business Relationships

        None

   (c)  Indebtedness of Management

        None

   (d)  Transactions with Promoters

        Not applicable
                                                                      Page 16

                                     PART IV

   ITEM 14.  EXHIBITS, FINANCIAL STATEMENT SCHEDULES,
             AND REPORTS ON FORM 8-K.
                                                                         Page
   (a)     The Selected Financial Data, Management's Discussion and
           Analysis and the Company's financial statements, together
           with the report thereon of Price Waterhouse LLP, appearing
           on pages 5 through 28 of the Company's 1995 Annual Report
           to Shareholders, are incorporated by reference in this
           Form 10-K Annual Report.  With the exception of the
           aforementioned information, the 1995 Annual Report to
           Shareholders is not deemed to be filed as part of this
           report.  The schedule to the financial statements listed
           below should be read in conjunction with the financial
           statements in such 1995 Annual Report to Shareholders. 
           Financial statement schedules not included in this Form
           10-K Annual Report have been omitted because they are not
           applicable or the required information is shown in the
           financial statements or notes thereto.

           Allis-Chalmers Corporation and Consolidated Subsidiaries -
           Schedule to Financial Statements:

             VIII.  Valuation and Qualifying Accounts.                   19

           Report of Independent Accountants on Financial 
           Statement Schedule.                                           20

   (b)     Reports on Form 8-K.  There were no reports on Form 8-K
           filed by the Company during the fourth quarter of 1995.

   (c)     Exhibits:

             2.1.  First Amended Disclosure Statement pursuant to
           Section 1125 of the Bankruptcy Code, which includes the
           First Amended and Restated Joint Plan of Reorganization
           dated September 14, 1988 (incorporated by reference to the
           Company's Report on Form 8-K dated December 1, 1988).

             3.1.  Amended and Restated Certificate of Incorporation
           of Allis-Chalmers Corporation (incorporated by reference
           to the Company's Report on Form 8-A dated August 12,
           1992).

             3.2.  By-laws of Allis-Chalmers Corporation
           (incorporated by reference to the Company's Report on Form
           8-A dated August 12, 1992).

                                                                      Page 17

           10.1.  Amended and Restated Retiree Health Trust Agreement
           between Allis-Chalmers Corporation and Wells Fargo Bank
           (incorporated by reference to Exhibit C-1 of the First
           Amended and Restated Joint Plan of Reorganization dated
           September 14, 1988 included in the Company's Report on
           Form 8-K dated December 1, 1988).

           10.2.  Amended and Restated Retiree Health Trust Agreement
           between Allis-Chalmers Corporation and Firstar Trust
           Company (incorporated by reference to Exhibit C-2 of the
           First Amended and Restated Joint Plan of Reorganization
           dated September 14, 1988 included in the Company's Report
           on Form 8-K dated December 1, 1988).

           10.3.  Reorganization Trust Agreement between Allis-
           Chalmers Corporation and John T. Grigsby, Jr., Trustee
           (incorporated by reference to Exhibit D of the First
           Amended and Restated Joint Plan of Reorganization dated
           September 14, 1988 included in the Company's Report on
           Form 8-K dated December 1, 1988).

           10.4.  Product Liability Trust Agreement between Allis-
           Chalmers Corporation and Bruce W. Strausberg, Trustee
           (incorporated by reference to Exhibit E of the First
           Amended and Restated Joint Plan of Reorganization dated
           September 14, 1988 included in the Company's Report on
           Form 8-K dated December 1, 1988).

           10.5.*  Allis-Chalmers Corporation Long-Term Stock
           Incentive Plan (1989) (incorporated by reference to the
           Company's Report on Form 10-Q for the three months ended
           September 30, 1989).

           10.6.  Subscription and Shareholder Agreement between
           Allis-Chalmers Corporation and AL-CH Company, L.P. dated
           May 18, 1989 (incorporated by reference to the Company's
           Report on Form 8-K dated May 24, 1989).

           10.7.  Commercial Installment Loan Agreement by and
           between Allis-Chalmers Corporation and Marine Midland
           Bank, N.A., dated as of December 20, 1989 (incorporated by
           reference to the Company's Report on Form 8-K dated
           December 20, 1989).

           10.8.*  Employment Agreement between Allis-Chalmers
           Corporation and John T. Grigsby, Jr. (incorporated by
           reference to the Company's Report on Form 10-Q for the
           three months ended September 30, 1989).

                                                                      Page 18
           10.9.  Asset Purchase Agreement by and between
           Allis-Chalmers Corporation, B.R.B. Industries, Inc., Jack
           Ehrenhaus and Fredric Allen dated as of November 7, 1989
           (incorporated by reference to the Company's Report on Form
           8-K dated December 20, 1989).

           10.10.*  Allis-Chalmers Savings Plan (incorporated by
           reference to the Company's Report on Form 10-K for the
           year ended December 31, 1988).

           10.11.*  Allis-Chalmers Consolidated Pension Plan
           (incorporated by reference to the Company's Report on Form
           10-K for the year ended December 31, 1988).

           10.12.   Asset Purchase Agreement by and between Allis-
           Chalmers Corporation and BRB Industries Corp. dated as of
           August 4, 1994, and amended by and among Allis-Chalmers
           Corporation, BRB Industries Corp. and Power Manufacturing,
           Inc. as of September 22, 1994 (incorporated by reference
           to the Company's Report on Form 8-K dated September 22,
           1994.

           13.1.  1995 Annual Report to Shareholders of Allis-
           Chalmers Corporation (only those portions of such Annual
           Report that are incorporated by reference in this Report
           on Form 10-K are deemed filed herewith).

           21.1.  Subsidiaries of Allis-Chalmers Corporation.

           27.1.  Financial Data Schedule.

   * A management contract or compensatory plan or arrangement.

                                                                      Page 19

            ALLIS-CHALMERS CORPORATION AND CONSOLIDATED SUBSIDIARIES

                SCHEDULE VIII - VALUATION AND QUALIFYING ACCOUNTS

              FOR THE YEARS ENDED DECEMBER 31, 1993, 1994 AND 1995

                                   (thousands)

                           Balance at                           Balance
      Year Ended            Beginning                          at Close
   December 31, 1993       of Period   Additions  Deductions  of Period
                                                            
   Doubtful receivables      $   367    $   130    $  248(a)    $   249

   Plant rearrangement       $    68    $     0    $    0       $    68
   Restructure costs             161          0       113            48
                             -------    -------    ------       -------
                             $   229    $     0    $  113       $   116
                             =======    =======    ======       =======

                           Balance at                           Balance
      Year Ended            Beginning                          at Close
   December 31, 1994       of Period   Additions  Deductions  of Period

   Doubtful receivables      $   249    $    73    $    3       $   319

   Plant rearrangement       $    68    $     0    $    0       $    68
   Restructure costs              48          0        48             0
                             -------    -------    ------       -------
                             $   116    $     0    $   48       $    68
                             =======    =======    ======       =======

                           Balance at                           Balance
      Year Ended            Beginning                          at Close
   December 31, 1995       of Period   Additions  Deductions  of Period

   Doubtful receivables      $   319    $     0    $   13       $   306

   Plant rearrangement       $    68    $     0    $    0       $    68
   Restructure costs               0          0         0             0
                             -------    -------    ------       -------
                             $    68    $     0    $    0       $    68
                             =======    =======    ======       =======

   (a) Includes writeoff of uncollectible receivables, less recoveries.

   <PAGE>
                                                                      Page 20

                      REPORT OF INDEPENDENT ACCOUNTANTS ON
                          FINANCIAL STATEMENT SCHEDULE

   To the Board of Directors 
   of Allis-Chalmers Corporation

   Our audits of the consolidated financial statements referred to in our
   report dated February 27, 1996 appearing on page 12 of the 1995 Annual
   Report to Shareholders of Allis-Chalmers Corporation (which report and
   consolidated financial statements are incorporated by reference in this
   Annual Report on Form 10-K) also included an audit of the Financial
   Statement Schedule listed in Item 14(a) of this Form 10-K.  In our
   opinion, this Financial Statement Schedule presents fairly, in all
   material respects, the information set forth therein when read in
   conjunction with the related consolidated financial statements.


   Price Waterhouse LLP

   Milwaukee, Wisconsin
   February 27, 1996

   <PAGE>
                                                                      Page 21

                                   SIGNATURES

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

                                 Allis-Chalmers Corporation

                                 /s/John T. Grigsby, Jr.    
                                 John T. Grigsby, Jr.
                                 Vice Chairman, Executive Vice
                                 President and Chief Financial Officer
                                 Date:  March 15, 1996


   Pursuant to the requirements of Section 13 or 15(d) of the Securities
   Exchange Act of 1934, as amended, this report has been signed on March 15,
   1996 by the following persons on behalf of the registrant and in the
   capacities indicated.

   /s/H. Sean Mathis                  /s/Robert E. Nederlander    
   H. Sean Mathis                     Robert E. Nederlander, Director
   Chairman of the Board,
   Chief Executive Officer
   and Director

   /s/ John R. Collins                /s/John E. Sundman         
   John R. Collins, Director          John E. Sundman, Director 

   /s/John T. Grigsby, Jr.            /s/Allan R. Tessler  
   John T. Grigsby, Jr. Director      Allan R. Tessler, Director

   /s/Claude D. Montgomery            /s/Leonard Toboroff   
   Claude D. Montgomery, Director     Leonard Toboroff, Director

   <PAGE>
                                                                      Page 22
                                  EXHIBIT INDEX

   Exhibit No.                   Description

   13.1                1995 Annual Report to Shareholders of 
                       Allis-Chalmers Corporation (only those
                       portions of such Annual Report that are
                       incorporated by reference in this Report
                       on Form 10-K are deemed filed herewith)

   21.1                Subsidiaries of Allis-Chalmers Corporation

   27.1                Financial Data Schedule