SECURITIES AND EXCHANGE COMMISSION
                           Washington, D.C. 20549
                           ----------------------

                                 FORM 10-Q

              Quarterly Report Pursuant to Section 13 or 15(d)
                   of the Securities Exchange Act of 1934

                    For the Quarter Ended March 31, 2001

                       Commission File Number 0-22206

                            NIAGARA CORPORATION
           -----------------------------------------------------
           (Exact Name of Registrant as Specified in Its Charter)


          Delaware                                           59-3182820
 ------------------------------                        ----------------------
(State or Other Jurisdiction of                           (I.R.S. Employer
 Incorporation or Organization)                        Identification Number)


                             667 Madison Avenue
                          New York, New York 10021
                   --------------------------------------
                  (Address of Principal Executive Offices)


                               (212) 317-1000
                        -----------------------------
                          (Registrant's Telephone
                        Number, Including Area Code)


                                    N/A
             ---------------------------------------------------
            (Former Name, Former Address and Former Fiscal Year,
                       if Changed Since Last Report.)


         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 .

         There were 8,363,817 shares of the registrant's Common Stock
outstanding as of March 31, 2001.





NIAGARA CORPORATION


Index to March 2001 Form 10-Q

______________________________________________________________________________


                                                                          Page

Part I - Financial Information

  Financial Statements (Unaudited):
         Niagara Corporation
             Balance Sheets..............................................    3
             Statements of Operations....................................    4
             Statement of Stockholders' Equity...........................    5
             Statements of Cash Flows....................................    6
             Notes to Financial Statements...............................    7

  Management's Discussion and Analysis of Financial Condition
     and Results of Operations...........................................    12

  Quantitative and Qualitative Disclosures about Market Risk ............    16

  Cautionary Statement for Purposes of the "Safe Harbor" Provisions of
     the Private Securities Litigation Reform Act of 1995................    17

Part II - Other Information..............................................    18

Signatures...............................................................    21



<TABLE>
<CAPTION>

                                                                                                   Niagara Corporation
                                                                                                      and Subsidiaries

                                                                                                        Balance Sheets
=======================================================================================================================
                                                                                     December 31,            March 31,
                                                                                             2000                2001
-----------------------------------------------------------------------------------------------------------------------
                                                                                                            (unaudited)
<S>                                                                                 <C>                <C>
Assets
Current:
   Cash and cash equivalents                                                        $   2,350,515       $    1,905,878
   Trade accounts receivable, net of allowance for doubtful accounts of
      $1,459,000 and $1,369,000                                                        46,138,149           50,260,689
   Inventories                                                                         60,901,482           55,118,616
   Deferred income taxes                                                                1,736,000            1,736,000
   Other current assets                                                                 2,829,295            3,665,933
-----------------------------------------------------------------------------------------------------------------------
        Total current assets                                                          113,955,441          112,687,116
Property, plant and equipment, net of accumulated depreciation and amortization
   of $31,950,713 and $34,407,611                                                      98,075,506           95,729,299
Goodwill, net of accumulated amortization of $377,876 and $397,646                      1,983,579            1,963,809
Deferred financing costs, net of accumulated amortization of $405,876
   and $433,548                                                                           369,124              341,452
Intangible pension asset                                                                  422,000              422,000
Other assets, net of accumulated amortization of $744,680 and $783,905                    612,338              573,164
-----------------------------------------------------------------------------------------------------------------------
                                                                                    $ 215,417,988       $  211,716,840
=======================================================================================================================

Liabilities and Stockholders' Equity
Current liabilities:
   Accounts payable                                                                 $  44,468,035       $   40,503,451
   Accrued expenses                                                                    10,495,664           14,393,003
   Current maturities of long-term debt                                                 7,652,774            8,218,420
-----------------------------------------------------------------------------------------------------------------------
        Total current liabilities                                                      62,616,473           63,114,874
Other:
   Long-term debt, less current maturities                                             77,876,706           74,234,961
   Accrued pension cost                                                                 2,400,000            1,741,939
   Accrued other postretirement benefits                                                5,317,536            5,249,029
   Deferred income taxes                                                               11,266,000           11,266,000
   Other noncurrent liabilities                                                            62,550               55,307
-----------------------------------------------------------------------------------------------------------------------
        Total liabilities                                                             159,539,265          155,662,110
-----------------------------------------------------------------------------------------------------------------------
Stockholders' equity:
   Preferred stock, $.001 par value - 500,000 shares authorized; none
      outstanding                                                                               -                    -
   Common stock, $.001 par value - 15,000,000 shares authorized;
      9,997,455 issued                                                                      9,998                9,998
   Additional paid-in capital                                                          50,111,675           50,111,675
   Retained earnings                                                                   16,478,678           17,312,838
   Accumulated other comprehensive loss                                                (2,691,219)          (3,349,372)
-----------------------------------------------------------------------------------------------------------------------
                                                                                       63,909,132           64,085,138
   Treasury stock, at cost, 1,633,638 shares                                           (8,030,409)          (8,030,409)
-----------------------------------------------------------------------------------------------------------------------
        Total stockholders' equity                                                     55,878,723           56,054,730
-----------------------------------------------------------------------------------------------------------------------
                                                                                    $ 215,417,988       $  211,716,840
=======================================================================================================================

                                                                        See accompanying notes to financial statements.
</TABLE>


<TABLE>
<CAPTION>


                                                                                 Niagara Corporation
                                                                                    and Subsidiaries

                                                                            Statements of Operations
                                                                                         (Unaudited)
====================================================================================================

<S>                                                               <C>                       <C>
Three months ended March 31,                                          2000                      2001
----------------------------------------------------------------------------------------------------
Net sales                                                      $96,271,423               $81,261,075
Cost of products sold                                           83,168,650                71,257,710
----------------------------------------------------------------------------------------------------
Gross profit                                                    13,102,773                10,003,365
Operating expenses:
   Selling, general and administrative                           7,889,529                 6,983,454
----------------------------------------------------------------------------------------------------
        Income from operations                                   5,213,244                 3,019,911
Other income (expense):
   Interest expense                                             (1,867,929)               (1,696,816)
   Other income                                                     68,374                    11,065
----------------------------------------------------------------------------------------------------
        Income before income taxes                               3,413,689                 1,334,160
Income taxes                                                     1,278,000                   500,000
----------------------------------------------------------------------------------------------------
Net income                                                    $  2,135,689             $     834,160
----------------------------------------------------------------------------------------------------
Earnings per share (basic)                                    $        .24             $         .10
----------------------------------------------------------------------------------------------------
Earnings per share (diluted)                                  $        .24             $         .10
----------------------------------------------------------------------------------------------------
Weighted average common shares outstanding:
   Basic                                                         8,881,632                 8,363,817
   Diluted                                                       8,881,632                 8,363,817

====================================================================================================


                                                     See accompanying notes to financial statements.
</TABLE>


<TABLE>
<CAPTION>

                                                                                                            Niagara Corporation
                                                                                                               and Subsidiaries

                                                                                              Statement of Stockholders' Equity
                                                                                                                    (Unaudited)


================================================================================================================================
Three Months ended March 31, 2001
--------------------------------------------------------------------------------------------------------------------------------

                                Common Stock                                    Accumulated
                            --------------------                                   other                            Total
                             Number of              Additional    Retained     comprehensive    Treasury stock   stockholders'
                               shares    Amount  paid-in capital  earnings         loss              at cost         equity
--------------------------------------------------------------------------------------------------------------------------------
<S>                           <C>         <C>       <C>           <C>            <C>              <C>                <C>
Balance, January 1, 2001     9,997,455   $9,998    $50,111,675   $16,478,678    $(2,691,219)     $(8,030,409)       $55,878,723
Comprehensive income:
   Net income for the
   period                            -       -              -        834,160              -               -             834,160
   Foreign currency
   translation
   adjustments (Note 2)              -       -              -             -        (658,153)              -            (658,153)
----------------------------------------------------------------------------------------------------------------------------------
Total comprehensive
income                                                                                                                  176,007
==================================================================================================================================
Balance, March 31, 2001      9,997,455   $9,998    $50,111,675   $17,312,838    $(3,349,372)     $(8,030,409)       $56,054,730
==================================================================================================================================

                                                                                  See accompanying notes to financial statements.
</TABLE>



<TABLE>
<CAPTION>
                                                                                             Niagara Corporation
                                                                                                and Subsidiaries

                                                                                         Statements of Cash Flows
                                                                                                      (Unaudited)

==================================================================================================================
<S>                                                                          <C>                 <C>
Three months ended March 31,                                                          2000                2001
------------------------------------------------------------------------------------------------------------------
Cash flows from operating activities:
   Net income                                                                $   2,135,689       $     834,160
---------------------------------------------------------------------------------------------------------------
   Adjustments to reconcile net income to net cash provided by
      (used in) operating activities:
        Depreciation and amortization                                            2,524,490           2,547,923
        Provision for doubtful accounts                                             56,211             149,761
        Deferred income taxes                                                            -                   -
        Pension costs                                                             (279,498)           (658,061)
        Other postretirement benefits                                              (91,477)            (68,507)
        Changes in assets and liabilities:
              Increase in accounts receivable                                  (10,907,683)         (5,880,552)
              Decrease in accounts receivable - other                            2,255,687                   -
              (Increase) decrease in inventories                                (3,516,821)          4,586,850
              Increase in other assets, net                                     (2,435,588)           (928,077)
              Increase in trade accounts payable, accrued
                expenses and other non-current liabilities                      17,297,911           1,537,385
---------------------------------------------------------------------------------------------------------------
                Total adjustments                                                4,903,232           1,286,722
---------------------------------------------------------------------------------------------------------------
                Net cash provided by operating  activities                       7,038,921           2,120,882
---------------------------------------------------------------------------------------------------------------
Cash flows from investing activities:
   Acquisition of property and equipment                                          (563,759)           (867,647)
---------------------------------------------------------------------------------------------------------------
                Net cash used in investing activities                             (563,759)           (867,647)
Cash flows from financing activities:
   Repayment of long-term debt                                                  (2,128,594)         (1,600,616)
   Payments to acquire treasury stock                                             (974,974)                  -
---------------------------------------------------------------------------------------------------------------
                Net cash used in financing activities                           (3,103,568)         (1,600,616)
---------------------------------------------------------------------------------------------------------------
Effect of exchange rate changes on cash and cash equivalents                      (193,729)            (97,256)
---------------------------------------------------------------------------------------------------------------
Net increase (decrease) in cash and cash equivalents                             3,177,865            (444,637)
Cash and cash equivalents, beginning of period                                   2,234,181           2,350,515
---------------------------------------------------------------------------------------------------------------
Cash and cash equivalents, end of period                                     $   5,412,046       $   1,905,878
===============================================================================================================


                                                                See accompanying notes to financial statements.
</TABLE>



                                                          Niagara Corporation
                                                             and Subsidiaries

                             Notes to Financial Statements - Information as of
                                      March 31, 2001 and for the periods ended
                                         March 31, 2000 and 2001 is unaudited.
==============================================================================

1.   Basis of Presentation         The accompanying financial statements are
                                   unaudited; however, in the opinion of
                                   management, all adjustments necessary
                                   for a fair statement of financial
                                   position and results for the stated
                                   periods have been included. These
                                   adjustments are of a normal recurring
                                   nature. Selected information and
                                   footnote disclosures normally included
                                   in financial statements prepared in
                                   accordance with generally accepted
                                   accounting principles have been
                                   condensed or omitted. Results for
                                   interim periods are not necessarily
                                   indicative of the results to be expected
                                   for an entire fiscal year. It is
                                   suggested that these condensed financial
                                   statements be read in conjunction with
                                   the audited financial statements and
                                   accompanying notes for the year ended
                                   December 31, 2000.

                                   Niagara Corporation ("Niagara") and its
                                   subsidiaries (together with Niagara, the
                                   "Company"), Niagara LaSalle Corporation
                                   ("Niagara LaSalle"), LaSalle Steel
                                   Company ("LaSalle," and together with
                                   Niagara LaSalle, "Niagara US") and
                                   Niagara LaSalle (UK) Limited ("Niagara
                                   UK"), have adopted the classification
                                   requirements for freight costs required
                                   by Emerging Issues Task Force ("EITF")
                                   No. 00-10, "Accounting for Shipping and
                                   Handling Fees and Costs." This
                                   pronouncement, issued in September 2000,
                                   requires that all such costs billed to
                                   customers be classified as revenue. This
                                   reclassification, to conform to current
                                   year presentation, resulted in the
                                   recording of such amounts in both net
                                   sales and cost of products sold for the
                                   three months ended March 31, 2000, and,
                                   accordingly, resulted in no change to
                                   gross profit for such period.
                                   Previously, net sales had been stated
                                   after reduction for freight costs. For
                                   the quarter ended March 31, 2000, the
                                   amount reclassified was $6,272,000.

2.  Foreign Currency               Niagara UK, an English company, uses British
    Translation and                pounds sterling ("(pound)") as its functional
    Transactions                   currency and its accounts are translated to
                                   United States dollars in conformity with
                                   Statement of Financial Accounting
                                   Standards ("SFAS") No. 52, "Foreign
                                   Currency Translation." Assets and
                                   liabilities of this subsidiary are
                                   translated at the exchange rate in
                                   effect at the balance sheet dates and the
                                   related revenues and expenses have been
                                   translated at rates prevailing at the
                                   transaction date, which approximates
                                   average rates for the period.
                                   Translation adjustments arising from the
                                   use of different exchange rates from
                                   period to period are included as
                                   accumulated other comprehensive loss
                                   within the Statement of Stockholders'
                                   Equity. Gains and losses resulting from
                                   foreign currency transactions are
                                   included in other income within the
                                   Statements of Operations.

3.   Inventories                   Inventories consisted of the following:

                                                     December 31,     March 31,
                                                             2000          2001
                                                     --------------------------
                                   Raw materials      $21,575,657   $18,815,067
                                   Work-in-process      5,173,259     4,799,549
                                   Finished goods      34,152,566    31,504,000
                                                     --------------------------
                                                      $60,901,482   $55,118,616
                                   ============================================

                                   At March 31, 2001, Niagara US
                                   inventories were $35,041,607
                                   determined using the LIFO method and
                                   Niagara UK inventories were $20,077,009
                                   determined using the FIFO method.

4.   Contingencies                 Niagara US and Niagara UK are subject to
                                   extensive environmental laws and
                                   regulations concerning, among other
                                   things, water and air emissions and
                                   waste disposal. Under such laws,
                                   including the Comprehensive
                                   Environmental Response, Compensation and
                                   Liability Act of 1980, as amended
                                   ("CERCLA"), Niagara US and Niagara UK
                                   may be responsible for parts of the
                                   costs required to remove or remediate
                                   previously disposed wastes or hazardous
                                   substances at the locations they own or
                                   operate or at the locations which they
                                   arranged for disposal of such materials.
                                   Claims for such costs have been made
                                   against LaSalle with respect to five
                                   third-party sites. The costs expended
                                   through March 31, 2001 have been largely
                                   covered by insurance. Management
                                   believes that any resolution of these
                                   matters will not have a material adverse
                                   effect on the Company's financial
                                   position or results of operations.

                                   Under the Company's insurance programs,
                                   coverage is obtained for catastrophic
                                   exposures as well as those risks
                                   required to be insured by law or
                                   contract. In connection with these
                                   programs, Niagara US has provided
                                   certain insurance carriers with
                                   irrevocable standby letters of credit
                                   totaling $219,000 as of March 31, 2001.
                                   It is the policy of the Company to
                                   retain a portion of certain expected
                                   losses related primarily to workers'
                                   compensation, physical loss to property,
                                   business interruption resulting from
                                   such loss, and comprehensive general,
                                   product, vehicle, medical and life
                                   benefits and liability. Provisions for
                                   losses expected under these programs are
                                   recorded based upon the Company's
                                   estimates of the aggregate liability for
                                   claims. Such estimates utilize certain
                                   actuarial assumptions followed in the
                                   insurance industry and are included in
                                   accrued expenses.

                                   The hourly production workers at
                                   LaSalle's Hammond, Indiana facility,
                                   representing approximately 70% of
                                   LaSalle's personnel, are covered by a
                                   collective bargaining agreement which
                                   expires on July 18, 2001.

5.   Segments and                  The Company operates in two reportable
     Related                       segments: (i) Niagara US which has
     Information                   operations in the United States and (ii)
                                   Niagara UK which has operations in the
                                   United Kingdom. The Company operates
                                   these segments as separate strategic
                                   business units and measures the segment
                                   performance based on earnings before
                                   interest, taxes, depreciation and
                                   amortization ("EBITDA"). Niagara UK uses
                                   British pounds sterling as its
                                   functional currency and its accounts are
                                   translated to United States dollars in
                                   conformity with SFAS No. 52, "Foreign
                                   Currency Translation." Assets and
                                   liabilities of this subsidiary have been
                                   translated at the exchange rate in
                                   effect on March 31, 2000 and 2001, and
                                   the related revenues and expenses have
                                   been translated at rates prevailing at
                                   the transaction date, which approximates
                                   average rates for the period. The
                                   following tables set forth certain
                                   performance and other information by
                                   reportable segment.

<TABLE>
<CAPTION>
                                   Three months ended
                                   March 31, 2000                  Niagara US      Niagara UK
                                   ------------------------------------------------------------
<S>                                <C>                            <C>             <C>
                                   Net sales (a)                  $ 58,302,088    $ 37,969,335

                                   Segment profit (EBITDA)           6,149,852       2,091,123

                                   Depreciation and amortization     1,960,045         552,765

                                   Interest expense                  1,191,499         676,430

                                   Long-lived assets                88,715,417      15,181,797

                                   Segment assets                  159,838,442      82,736,809

                                   Acquisition of property
                                   and equipment                       164,941         380,669
                                   -------------------------------------------------------------
                                   (a) In accordance with EITF No. 00-10, net sales have been
                                   restated to include all freight costs billed to customers.
                                   See Note 1.


                                   ===========================================================
                                   Three months ended
                                   March 31, 2001                  Niagara US      Niagara UK
                                   ------------------------------------------------------------
                                   Net sales                      $ 50,133,205    $ 31,127,870

                                   Segment profit (EBITDA)           4,451,557       1,829,777

                                   Depreciation and amortization     1,957,468         564,923

                                   Interest expense                  1,075,701         621,115

                                   Long-lived assets                84,528,224      13,919,938

                                   Segment assets                  144,278,726      66,783,116

                                   Acquisition of property
                                     and equipment                     650,192         217,455
                                   -----------------------------------------------------------
</TABLE>

                                   Niagara US sells its products primarily
                                   to customers in the United States.

                                   Approximately 63% of Niagara UK's sales
                                   during the three months ended March 31,
                                   2001 were within the United Kingdom with
                                   21% to continental Europe and 16% to the
                                   rest of the world. These amounts were
                                   64%, 23% and 13%, respectively, for the
                                   three months ended March 31, 2000.
                                   Niagara UK's sales to any one foreign
                                   country for these periods represented
                                   less than 5% of its total sales.

                                   Certain of the foregoing segment
                                   information (profit, depreciation and
                                   amortization, assets and acquisition of
                                   property and equipment) does not include
                                   components attributable to Niagara or
                                   incurred by Niagara on behalf of its
                                   operating subsidiaries. Prior to the
                                   acquisition of the U.K. steel bar
                                   businesses, the Company had one segment
                                   as all of its operations were located in
                                   the United States.



                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
               FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Overview

         Niagara was organized in April of 1993. In August 1995, Niagara
acquired Niagara LaSalle. With plants in Buffalo, New York and
Chattanooga, Tennessee, Niagara LaSalle was an established cold finished
steel bar producer in the northeast and southeast regions of the United
States.

         In January 1996, Niagara LaSalle acquired Southwest Steel Company,
Inc. ("Southwest"), the leading cold drawn steel bar producer servicing the
southwest region of the United States. During 1996, Southwest completed
construction of a new plant in Midlothian, Texas and relocated its Tulsa,
Oklahoma operations to this new facility.

         In April 1997, Niagara LaSalle acquired LaSalle, which had plants
in Hammond and Griffith, Indiana. This acquisition gave Niagara LaSalle a
strong market position in the midwest region of the United States and
broadened Niagara LaSalle's product range by adding thermal treated and
chrome plated bars. With this acquisition, Niagara US became the largest
independent producer of cold drawn steel bars in the United States.

         On May 21, 1999, Niagara UK purchased the equipment, inventory and
certain other assets of the eight steel bar businesses of Glynwed Steels
Limited ("Glynwed Steels"). These steel bar businesses are engaged in hot
rolling, cold finishing and distribution and represent the largest
independent steel bar concern in the United Kingdom.

         In November 1999, the Company announced a restructuring plan for
its hot rolling operations in the United Kingdom. Under this plan, Niagara
UK closed its Ductile Hot Mill facility in Willenhall, transferred most of
the production from this facility to its W Wesson facility in Moxley (which
was renamed Ductile Wesson) and invested approximately $1.5 million in its
remaining hot rolling businesses. During 2000, Niagara UK also reorganized
the management structures in each of its three operating divisions (hot
rolling, cold finishing and distribution).

Results of Operations

         During the first quarter 2001, the Company continued to experience
the decline in sales and net income that began during the third quarter
2000. In the U.S., demand for the Company's products by service centers,
the Company's major customer base in the U.S., continued to decline in the
face of weak conditions in the manufacturing sector of the economy. In
addition, competitive pressures in the U.S. during the quarter continued to
result in a decline in prices. In the U.K., the Company's hot rolled bar
operations performed poorly and the high value of the pound sterling
relative to other Western European currencies continued to impact
negatively on Niagara UK's export business.

Three Months ended March 31, 2001 compared with March 31, 2000

         Net sales for the three months ended March 31, 2001 were
$81,261,075, representing a decrease of $15,010,348, or 15.6%, over the
same period in 2000. Approximately 54.4% of this decrease was attributable
to the Company's U.S. operations with the remainder, 45.6%, attributable
to the Company's U.K. operations. The decrease in net sales attributable to
the Company's U.S. and U.K. operations was due primarily to a marked
decrease in sales volume (15% and 25%, respectively).

         Cost of products sold for the three months ended March 31, 2001
decreased by $11,910,940 to $71,257,710, representing a decrease of 14.3%
over the same period in 2000. This decrease was primarily attributable to
the decreased sales volume from both the Company's U.S. and U.K.
operations.

         Gross margins for the three months ended March 31, 2001 decreased
by 1.3% compared to the same period in 2000 due primarily to the Company's
decreased sales volume.

         Selling, general and administrative expenses for the three months
ended March 31, 2001 decreased by $906,075 to $6,983,454, or 8.6% of sales,
compared to 8.2% of sales for the same period in 2000. The reduction in
dollar amount and increase as a percentage of sales was primarily
attributable to the decrease in sales volume.

         Interest expense for the three months ended March 31, 2001
decreased by $171,113 to $1,696,816, due primarily to decreased levels of
borrowing.

         Net income for the three months ended March 31, 2001 was $834,160,
a decrease of $1,301,529, or 60.9%, as compared to the net income for the
three months ended March 31, 2000. Approximately 83.6% of this decrease was
attributable to the Company's U.S. operations and the balance, 16.4%, was
attributable to the Company's U.K. operations.

Liquidity and Capital Resources

         The Company's short-term liquidity requirement for day-to-day
operating expenses has been, and is expected to continue to be, funded by
cash provided by operations, borrowings under its revolving credit
facilities and advances under its invoice discounting agreement. The
Company's principal long-term liquidity requirement has been, and is
expected to continue to be, the funding of capital expenditures to
modernize, improve and expand its facilities, machinery and equipment.
Capital expenditures for the three months ended March 31, 2001 totaled
$867,647 as compared to $563,759 for the same period in 2000. This increase
was attributable to an increase by U.S. operations in the purchase of new
machinery and equipment.

         Cash flows provided by operating activities were $2,120,882 for
the three months ended March 31, 2001, a decrease of $4,918,039 as compared
to cash flows provided by operating activities of $7,038,921 for the same
period in 2000. This decrease is largely attributable to a smaller increase
in accounts payable, accrued expenses and other non-current liabilities in
2001 as compared to 2000 (an increase of $1,537,385 in 2001 as compared to
an increase of $17,297,911 in 2000) and a decrease in net income in 2001 of
$1,301,529 ($834,160 in 2001 as compared to $2,135,689 in 2000). These were
partially offset by a decrease in inventory in 2001 as compared to an
increase in 2000 (a decrease of $4,586,850 in 2001 as compared to an
increase of $3,516,821 in 2000) and a smaller increase in accounts
receivable (an increase of $5,880,552 in 2001 as compared to an increase of
$10,907,683 in 2000). Cash and cash equivalents at March 31, 2001 was
$1,905,878, a decrease of $444,637 as compared to December 31, 2000. Such
funds are used for working capital and other corporate purposes.

         On April 18, 1997 and in connection with the acquisition of
LaSalle, Niagara US entered into a revolving credit and term loan agreement
(as amended, the "Credit Agreement") with Manufacturers and Traders Trust
Company ("M&T"), CIBC Inc., Security Pacific Business Credit, National Bank
of Canada and the Prudential Insurance Company of America, and Niagara
LaSalle terminated its previously existing credit agreements with M&T. The
Credit Agreement provides for a $50,000,000 five-year revolving credit
facility and a $40,000,000 seven-year term loan. The obligations of Niagara
US under the Credit Agreement are guaranteed by Niagara and secured by
substantially all of the assets and a pledge of all outstanding capital
stock of Niagara US.

         Principal of the term loan under the Credit Agreement amortizes in
monthly installments that commenced on November 1, 1997 and end on April 1,
2004. The principal repayment installments on the term loan escalate
throughout its term. Interest on the term loan is payable in monthly
installments either at the LIBOR rate (for a period specified by Niagara US
from time to time) plus 210 basis points, or M&T's prime rate plus 50 basis
points. Revolving credit loans made pursuant to the Credit Agreement are
based on a percentage of eligible accounts receivable and inventory and
will mature on April 18, 2002. Interest on such loans is payable in monthly
installments at a rate that is either 175 basis points above the LIBOR rate
(for a period specified by Niagara US from time to time) or M&T's prime
rate plus 25 basis points.

         The Credit Agreement carries restrictions on, among other things,
indebtedness, liens, capital expenditures, dividends, asset dispositions,
cross-defaults and changes in control of Niagara and Niagara US, and
requires minimum levels of net worth through maturity. Also included in
this agreement are requirements regarding the ratio of consolidated current
assets to consolidated current liabilities and the ratio of net income
before interest, taxes, depreciation and amortization to cash interest
expense. Niagara US was in compliance with all of these requirements as of
March 31, 2001.

         On April 18, 2000, Niagara LaSalle entered into a rate cap transaction
with The Bank of New York ("BNY") pursuant to which, and in exchange for
$63,000, BNY agreed to make certain payments to Niagara LaSalle in the event the
applicable three-month LIBOR rate exceeds 8.28% at any time between July 20,
2000 and April 20, 2002. In such event, BNY has agreed to pay Niagara LaSalle,
on a quarterly basis beginning on October 20, 2000, an amount equal to that
which would be payable on $45 million (for the period in question), at an
interest rate equal to the difference between such LIBOR rate and 8.28%.

         On May 20, 1998, Niagara's Board of Directors authorized the
repurchase, from time to time, of up to one million shares of Niagara
Common Stock in open market and privately negotiated transactions. On
October 6, 1999, Niagara's Board authorized the repurchase of an additional
one million Niagara shares. Such repurchases are subject to market and
other conditions and financed with internally generated funds, borrowings
under the Company's revolving credit facilities or advances under Niagara
UK's invoice discounting agreement. Shares of Niagara Common Stock
repurchased are held as treasury stock and are available for use in the
Company's benefit plans and for general corporate purposes. As of March 31,
2001, Niagara had repurchased 1,633,638 shares of its Common Stock at a
cost of $8,030,409. No shares were repurchased during the first quarter of
2001.

         On May 21, 1999 and in connection with the acquisition of the
steel bar businesses from Glynwed Steels, Niagara UK entered into a bank
facilities agreement (the "Facilities Agreement") with National Westminster
Bank Plc ("National Westminster"). The Facilities Agreement provides for a
(pound)10 million (approximately $14.2 million) seven-year term loan and a
(pound)9.8 million (approximately $13.9 million) three-year revolving
credit facility. The obligations of Niagara UK under the Facilities
Agreement are secured by standby letters of credit issued by M&T to
National Westminster (respectively, the "Term Letter of Credit" and the
"Revolving Letter of Credit," and, together, the "Letters of Credit") and
substantially all of the assets of Niagara UK (for the benefit of M&T).
Niagara UK's agreement to reimburse M&T for drawdowns under the Letters of
Credit is guaranteed by Niagara and Niagara US, which guarantees are
secured by substantially all of the assets of Niagara US on a second
priority basis. As consideration for the issuance of the Letters of Credit,
Niagara UK paid M&T a total of (pound)178,400 (approximately $285,440) at
the time of issuance and agreed to pay further annual fees (in monthly
installments) of 2.5% and 2.75% in respect of the Revolving and Term
Letters of Credit, respectively.

         Principal of the term loan under the Facilities Agreement
amortizes in monthly installments commencing on May 31, 2000 and ending on
April 30, 2006. The principal repayment installments on the term loan
escalate throughout its term. Revolving credit loans made pursuant to the
Facilities Agreement are based upon a percentage of eligible inventory and
will mature on May 21, 2002. Interest of the term and revolving credit
loans under the Facilities Agreement accrue at the LIBOR rate (for periods
specified by Niagara UK from time to time) plus 15 basis points and is
payable at the conclusion of such interest periods.

         The purchase of the U.K. steel bar businesses was also financed
pursuant to (i) a (pound)3.75 million (approximately $6 million) equity
investment by Niagara in Niagara UK (the "Equity Investment"), (ii) a
(pound)3.75 million (approximately $6 million ) subordinated loan from
Niagara to Niagara UK which accrues interest at 7.5% per annum (the
"Subordinated Loan") and (iii) a (pound)2.5 million (approximately $4
million) non-interest bearing short-term loan from Niagara to Niagara UK
(the "Short-Term Loan"). The Equity Investment, the Subordinated Loan and
the Short-Term Loan were financed by borrowings under the Credit Agreement.
The Short-Term Loan was repaid during the third quarter of 1999.

         On August 23, 1999, Niagara UK entered into a three-year Invoice
Discounting Agreement (the "Discount Agreement") with Lombard Natwest
Discounting Limited ("Lombard") providing for up to (pound)20 million
(approximately $28.3 million) of advances to Niagara UK based upon a
formula tied to the receivables purchased by Lombard. Interest on such
advances accrues at the National Westminster base rate plus 2.25%. The
obligations of Niagara UK under the Discount Agreement are guaranteed by
Niagara and secured by substantially all of the assets of Niagara UK. In
connection with the execution of the Discount Agreement, the Revolving
Letter of Credit and the revolving credit facility under the Facilities
Agreement were reduced to (pound)4.9 million (approximately $6.9 million)
and subsequently reduced to (pound)2.5 million (approximately $3.5 million)
as of December 31, 1999.

         The Facilities and Discount Agreements carry restrictions on,
among other things, security interests, borrowed money, asset dispositions,
dividends, transactions with affiliates, capital expenditures,
cross-defaults, changes in control of Niagara UK and mergers and
acquisitions. Also included in these agreements are requirements regarding
tangible net worth, the ratio of profit before interest and taxes to
interest and the ratio of current assets to current liabilities. Niagara UK
was in compliance with all of these requirements as of March 31, 2001.

         In connection with the execution of the Facilities and Discount
Agreements, Niagara and Niagara UK entered into intercreditor agreements
which, among other things (i) restrict the payment of dividends in respect
of the Niagara UK shares, (ii) prohibit the repayment of the Subordinated
Loan until after the discharge of all of Niagara UK's liabilities under the
Facilities and Discount Agreements and (iii) permit the repayment of the
Short-Term Loan upon demand unless payments of principal or interest under
these agreement are owing, certain financial covenants in these agreements
have not been met or an event of default thereunder has occurred and is
continuing.

         At March 31, 2001, the Company had borrowed or been advanced
$44,176,000 under its revolving credit facilities and the Discount
Agreement and had approximately $22,000,000 in available credit thereunder,
and the outstanding balance of its term loans was $37,533,000. Working
capital of the Company at March 31, 2001 was $49,572,242 as compared to
$51,338,968 at December 31, 2000.


         QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

         The Company's primary market risks include fluctuations in
interest rates, variability in interest rate spreads (i.e., prime to LIBOR
spreads), exchange rate variability and the credit risk of its customers.
The Company does not trade in derivative financial instruments.
Substantially all of the Company's non-trade indebtedness relates to loans
made pursuant to the Credit and Facilities Agreements and advances under
the Discount Agreement. Interest on the term loan under the Credit
Agreement accrues at either the LIBOR rate (for a period specified by
Niagara US from time to time) plus 210 basis points, or M&T's prime rate
plus 50 basis points. Interest on revolving credit loans made pursuant to
such agreement accrues at either 175 basis points above the LIBOR rate (for
a period specified by Niagara US from time to time) or M&T's prime rate
plus 25 basis points. Interest on the term and revolving credit loans under
the Facilities Agreement accrues at the LIBOR rate (for a period specified
by Niagara UK from time to time) plus 15 basis points. Interest on advances
under the Discount Agreement accrues at National Westminster's base rate
plus 2.25%. Management has attempted to reduce market risks associated with
the fluctuations in interest rates by entering into an interest rate cap
agreement which protects Niagara LaSalle with respect to $45 million of
indebtedness in the event the applicable three-month LIBOR rate exceeds
8.28% (see "MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS -- Liquidity and Capital Resources"). Management
has also attempted to reduce such risks through the selection of LIBOR
periods under the Credit and Facilities Agreements and advance amounts
under the Discount Agreement.

         The Company sells its products primarily to customers in North
America and Europe. Revenues from sales by Niagara US are collected
exclusively in U.S. dollars. Niagara UK's revenues are generally collected
in the local currency of its customers. To reduce the Company's exposure to
fluctuations in exchange rates, Niagara UK purchases foreign exchange
contracts in amounts and with expiration dates in line with customer
orders. At March 31, 2001, Niagara UK had approximately (pound)12,640,000
(approximately $17,908,000) of such contracts all of which were due to
mature during 2001. The unrealized deferred gain with respect to such
contracts at March 31, 2001 was immaterial.

         The Company is subject to the economic conditions affecting its
customers. To reduce its customer credit risk, Niagara UK has insured
substantially all of its accounts receivable. In the U.S., management
continuously reviews information concerning the financial condition of its
customers and believes that its allowance for doubtful accounts is
sufficient to cover such risks.

    CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF
            THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

         The Private Securities Litigation Reform Act of 1995 provides a
"safe harbor" for certain forward-looking statements. Some of the
statements in this Form 10-Q, including, without limitation, in
"MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS," may constitute forward-looking statements. When used in this
Form 10-Q, the words "may," "will," "should," "could," "expects," "plans,"
"anticipates," "intends," "believes," "estimates," "predicts," "projects,"
"potential," "likely" or "continue" and other similar expressions are
intended to identify such forward-looking statements. These statements
involve known and unknown risks, uncertainties and other factors, many of
which are beyond the control of the Company, that may cause the Company's
actual results to be materially different from those expressed or implied
by such forward-looking statements, in future filings by Niagara with the
Securities and Exchange Commission, in the Company's press releases or in
oral statements made by authorized officers of the Company. The factors
discussed under "CAUTIONARY STATEMENT FOR PURPOSES OF THE 'SAFE HARBOR'
PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995" in
Niagara's Report on Form 10-K for the fiscal year ended December 31, 2000,
among others, could cause actual results to differ materially from those
contained in forward-looking statements made in this Form 10-Q.

                        PART II - OTHER INFORMATION

Item 1.  Legal Proceedings.

         Niagara US and Niagara UK are subject to extensive environmental
laws and regulations concerning, among other matters, water and air
emissions and waste disposal. Under such laws, including the Comprehensive
Environmental Response, Compensation and Liability Act of 1980, as amended
("CERCLA"), Niagara US and Niagara UK may be responsible for parts of the
costs required to remove or remediate previously disposed wastes or
hazardous substances at locations they own or operate or at locations owned
or operated by third parties where they, or a company from which they
acquired assets, arranged for the disposal of such materials. Claims for
such costs have been made against LaSalle with respect to five such
third-party sites. Management believes that, in four cases, the volumes of
the waste allegedly attributable to LaSalle and the share of costs for
which it may be liable are de minimis. At two of these sites, LaSalle has
entered into de minimis settlement agreements resolving the pending claims
of liability. In the fifth case, LaSalle has entered into an agreement with
a group of other companies alleged to be responsible for remediation of the
site in an effort to share proportionately the cost of remediation. LaSalle
and this group of companies have also signed an Administrative Order on
Consent with the United States Environmental Protection Agency and agreed
to perform a limited remediation at the site. LaSalle has received an
insurance settlement in an amount that largely covers the financial
contributions it has been required to make for these sites through March
31, 2001. Because liability under CERCLA and analogous state laws is
generally joint and several, and because further remediation work may be
required at these sites, LaSalle may be required to contribute additional
funds. However, based on its volumetric share of wastes disposed and the
participation of other potentially liable parties, management does not
believe that LaSalle's share of the additional costs will have a material
adverse effect on the Company's financial position or results of
operations.

Item 2.   Changes in Securities and Use of Proceeds.

          Not applicable.

Item 3.   Defaults Upon Senior Securities.

          None.

Item 4.   Submission of Matters to Vote of Security Holders.

          None.

Item 5.   Other Information.

          Not applicable.

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

          (a)     Exhibits.

     +3.1        Registrant's Restated Certificate of Incorporation, as
                 amended on May 16, 1996.
     *3.2        Registrant's By-laws.
     *4.1        Form of Common Stock Certificate.
 !!!!!4.2        Revolving Credit and Term Loan Agreement, dated as of April
                 18, 1997, by and among Niagara Cold Drawn Corp., LaSalle Steel
                 Company, Manufacturers and Traders Trust Company (individually
                 and as Agent), CIBC Inc. and National City Bank (the "Credit
                 Agreement").
   +++4.3        First Amendment to the Credit Agreement, dated as of September
                 4, 1997.
   +++4.4        Second Amendment to the Credit Agreement, effective as of
                 December 31, 1997.
    !!4.5        Third Amendment to the Credit Agreement, effective May 15,
                 1998.
    **4.6        Fourth Amendment to the Credit Agreement, effective as of
                 December 1, 1998.
  ****4.7        Fifth Amendment to the Credit Agreement, effective as of
                 May 21, 1999.
 +++++4.8        Sixth Amendment to the Credit Agreement, effective as of
                 December 31, 1999.
!!!!!!4.9        Seventh Amendment to the Credit Agreement, effective as of
                 March 31, 2000.
!!!!!!4.10       Eighth Amendment to the Credit Agreement, effective as of
                 June 8, 2000.
 ****4.1l        Bank Facilities Agreement, dated May 21, 1999,
                 between National Westminster Bank Plc and Niagara LaSalle
                 (UK) Limited (the "Facilities Agreement").
++++++4.12       Amendment, dated September 11, 2000, to the Facilities
                 Agreement.
 ****4.13        Intercreditor Agreement, dated May 21, 1999, between National
                 Westminster Bank Plc, Niagara Corporation and Niagara LaSalle
                 (UK) Limited.
 ++++4.14        Invoice Discounting Agreement, dated August 23, 1999,
                 between Niagara LaSalle (UK) Limited and Lombard Natwest
                 Discounting Limited (the "Discount Agreement").
++++++4.15       Amendment, dated September 11, 2000, to the Discount
                 Agreement.
  ++++4.16       Intercreditor Agreement, dated August 23, 1999, between
                 Lombard Natwest Discounting Limited, Niagara
                 Corporation and Niagara LaSalle (UK) Limited.
 ++++4.17        Deed of Priority, dated August 23, 1999, between Lombard
                 Natwest Discounting Limited, National Westminster Bank
                 Plc, Manufacturers and Traders Trust Company, Niagara
                 LaSalle (UK) Limited and Niagara Corporation.
 !!!!!!4.18      Amended Rate Cap Transaction Agreement, dated June 7,
                 2000, between The Bank of New York and
                 Niagara LaSalle Corporation.
  ***10.1        Employment Agreement, dated as of January 1, 1999, by and
                 among Niagara Corporation, Niagara LaSalle Corporation and
                 Michael Scharf.
    !10.2        Amended and Restated Promissory Note made by Southwest
                 Steel Company, Inc. in favor of the Cohen Family Revocable
                 Trust, u/t/a dated June 15, 1988, in the principal amount
                 of $898,000, dated January 31, 1996.

    !10.3        Guaranty, made by the Registrant in favor of the Cohen
                 Family Revocable Trust, u/t/a dated June 15, 1988, dated
                 January 31, 1996.
   !!10.4        International Metals Acquisition Corporation 1995 Stock Option
                 Plan (the "Stock Option Plan").
  !!!!10.5       First Amendment to the Stock Option Plan, dated October 5,
                 1996.
   ++10.6        Second Amendment to the Stock Option Plan, dated June 8, 1998.
   ++10.7        Niagara Corporation Employee Stock Purchase Plan.
   **10.8        First Amendment to Lease, dated May 4, 1998, between Niagara
                 LaSalle Corporation and North American Royalties, Inc.
*****10.9        Sale of Business Agreement, dated April 16, 1999, between
                 Glynwed Steels Limited, Glynwed International plc, Niagara
                 LaSalle (UK) Limited and Niagara Corporation.
*****10.10       Property Agreement, dated April 16, 1999, between Glynwed
                 Property Management Limited, Glynwed Properties Limited,
                 Niagara LaSalle (UK) Limited, Niagara Corporation and
                 Glynwed International plc.
*****10.11       Agreement For Lease of Unit 6-8 Eagle Industrial Estate,
                 dated April 16, 1999, between Glynwed Property Management
                 Limited, Glynwed Properties Limited, Niagara LaSalle (UK)
                 Limited and Niagara Corporation.
+++++10.12       Form of Niagara LaSalle (UK) Limited Lease.
+++++10.13       Form of Niagara LaSalle (UK) Limited Side Deed.
+++++10.14       Form of Niagara LaSalle (UK) Limited Option Agreement.
+++++10.15       Form of Niagara LaSalle (UK) Limited Lease Renewal Deed.

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

       +   Incorporated by reference to exhibit 3.1 filed with the Registrant's
           Report on Form 10-Q for the quarter ended June 30, 1996.
      ++   Incorporated by reference to Annexes to the Registrant's Proxy
           Statement for the Annual Meeting of Stockholders held on July 7,
           1998.
     +++   Incorporated by reference to exhibits filed with the
           Registrant's Report on Form 10-K for the fiscal year ended
           December 31, 1997.
    ++++   Incorporated by reference to exhibits filed with the
           Registrant's Report on Form 10-Q for the quarter ended September
           30, 1999.
   +++++   Incorporated by reference to exhibits filed with the
           Registrant's Report on Form 10-K for the fiscal year ended
           December 31, 1999.
   ++++++  Incorporated by reference to exhibits filed with the
           Registrant's Report on Form 10-K for the fiscal year ended
           December 31, 2000.
       *   Incorporated by reference to exhibits filed with the
           Registrant's Registration Statement on Form S-1, Registration
           No. 33-64682.
      **   Incorporated by reference to exhibits filed with the
           Registrant's Report on Form 10-K for the fiscal year ended
           December 31, 1998.
     ***   Incorporated by reference to exhibit 10.1 filed with the
           Registrant's Report on Form 10-K/A for the fiscal year ended
           December 31, 1998.
    ****   Incorporated by reference to exhibits filed with the Registrant's
           Report on Form 8-K, dated June 4, 1999.
   *****   Incorporated by reference to exhibits filed with the Registrant's
           Report on Form 8-K, dated April 27, 1999.
      !    Incorporated by reference to exhibits filed with the
           Registrant's Report on Form 10-K for the year ended December 31,
           1995.
     !!    Incorporated by reference to Annex A to the Registrant's Proxy
           Statement for the Annual Meeting of Stockholders held on May 16,
           1996.
    !!!    Incorporated by reference to exhibit 4.8 to the Registrant's
           Report on Form 10-Q for the quarter ended June 30, 1998.
   !!!!    Incorporated by reference to exhibit 10.10 to the Registrant's
           Report on Form 10-K for the fiscal year ended December 31, 1996.
  !!!!!    Incorporated by reference to exhibits filed with the
           Registrant's Report on Form 8-K, dated May 2, 1997.
 !!!!!!    Incorporated by reference to exhibits filed with the Registrant's
           Report on Form 10-Q for the quarter ended June 30, 2000.



                                 SIGNATURES

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.


Date: May 14, 2001                      NIAGARA CORPORATION
                                        -------------------
                                           (Registrant)



                                        /s/ Michael Scharf
                                        -------------------------------------
                                        Michael Scharf, President



Date: May 14, 2001                      /s/ Raymond Rozanski
                                        -------------------------------------
                                        Raymond Rozanski, Vice President
                                        and Treasurer