<PAGE>
<PAGE>

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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-Q

(Mark One)
      X             QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
-----------           OF THE SECURITIES EXCHANGE ACT OF 1934
                  FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1997
                                       OR
-----------     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 33-64824

                          GENERAL CHEMICAL CORPORATION
             (Exact name of Registrant as specified in its charter)

                 DELAWARE                                   22-2689817
      (State of other jurisdiction of                    (I.R.S. Employer
      incorporation or organization)                  Identification Number)

            90 EAST HALSEY ROAD
          PARSIPPANY, NEW JERSEY                               07054
 (Address of principal executive offices)                   (Zip Code)

       Registrant's telephone number, including area code: (201) 515-0900

     THE REGISTRANT MEETS THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION I
     (1)(a) AND (b) OF FORM 10-Q AND IS THEREFORE FILING THIS FORM WITH THE
                           REDUCED DISCLOSURE FORMAT.

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
                                                              ---        ---

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





<PAGE>
<PAGE>



                          GENERAL CHEMICAL CORPORATION

                                    FORM 10-Q

                      QUARTERLY PERIOD ENDED MARCH 31, 1997

                                      INDEX

                                                                        PAGE NO.
                                                                        --------
PART I.     FINANCIAL INFORMATION:

    Item 1. Financial Statements

       Consolidated Statements of Operations - Three Months
        Ended March 31, 1996 and 1997 ..................................   1

       Consolidated Balance Sheets - December 31, 1996 and
        March 31, 1997 .................................................   2

       Consolidated Statements of Cash Flows - Three Months
        Ended March 31, 1996 and 1997 ..................................   3

       Notes to the Consolidated Financial Statements ..................  4-6

    Item 2.  Management's Discussion and Analysis of Financial
             Condition and Results of Operations .......................  7-8

PART II. OTHER INFORMATION:

    Item 1.  Legal Proceedings .........................................   9

    Item 6.  Exhibits and Reports on Form 8-K ..........................  10

             SIGNATURES ................................................  11

             EXHIBIT INDEX .............................................  12

             EXHIBIT ...................................................  13





<PAGE>
<PAGE>





                          PART I. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS.

                          GENERAL CHEMICAL CORPORATION
                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                  (IN THOUSANDS)
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                  THREE MONTHS ENDED
                                                                        MARCH 31,
                                                                ----------------------
                                                                1996             1997
                                                                ----             ----
<S>                                                         <C>             <C>        
Net revenues..............................................  $  117,395       $  115,736
Cost of sales.............................................      83,525           82,612
Selling, general and administrative expense...............       9,491           10,440
                                                            ----------      -----------
Operating profit..........................................      24,379           22,684
Interest expense..........................................       6,079            5,233
Interest income...........................................         279              464
Foreign currency transaction (gains) losses...............         (51)             546
Other (income) expense, net...............................        (108)            (509)
                                                            ----------      -----------
Income before income taxes and minority interest .........      18,738           17,878
Minority interest.........................................       6,458            6,220
                                                            ----------      -----------
Income before income taxes ...............................      12,280           11,658
Income tax provision......................................       4,811            4,535
                                                            ----------       -----------
           Net income ....................................  $    7,469       $    7,123
                                                            ==========       ===========
</TABLE>


        See the accompanying notes to consolidated financial statements.



                                      -1-

<PAGE>
<PAGE>




                          GENERAL CHEMICAL CORPORATION
                           CONSOLIDATED BALANCE SHEETS
                                 (IN THOUSANDS)

                                     ASSETS

<TABLE>
<CAPTION>
                                                                                    DECEMBER 31,      MARCH 31,
                                                                                    ------------      ---------
                                                                                        1996            1997
                                                                                        ----            ----
                                                                                                     (UNAUDITED)
<S>                                                                                <C>              <C>        
Current Assets:
   Cash and cash equivalents...................................................    $    32,742      $    41,681
   Receivables, net............................................................         87,288           88,683
   Inventories    .............................................................         34,444           32,927
   Deferred income taxes.......................................................          9,323            9,662
   Other current assets........................................................          1,318            2,675
                                                                                   -----------      -----------
     Total current assets......................................................        165,115          175,628
Property, plant and equipment, net.............................................        212,743          210,401
Other assets      .............................................................         30,919           30,476
                                                                                   -----------      -----------
     Total assets..............................................................    $   408,777      $   416,505
                                                                                   ===========      ===========

                                         LIABILITIES AND EQUITY (DEFICIT)

Current Liabilities:
     Accounts payable..........................................................    $    46,208      $    43,033
     Accrued liabilities.......................................................         59,900           59,014
     Income taxes payable......................................................          3,033            5,630
     Current portion of long-term debt.........................................         17,392           17,392
                                                                                   -----------      -----------
         Total current liabilities.............................................        126,533          125,069
Long-term debt.................................................................        217,217          212,869
Other liabilities..............................................................        167,591          168,507
                                                                                   -----------      -----------
         Total liabilities.....................................................        511,341          506,445
                                                                                   -----------      -----------
Minority interest..............................................................         38,572           43,844
                                                                                   -----------      -----------
Equity (deficit)
         Common stock, $.01 par value
         authorized:  1,000 shares
         issued and outstanding:  100 shares...................................            --               --
     Capital deficit...........................................................       (187,652)        (187,359)
     Foreign currency translation adjustments..................................         (1,435)          (1,499)
     Retained earnings ........................................................         47,951           55,074
                                                                                   -----------      -----------
         Total equity (deficit)................................................       (141,136)        (133,784)
                                                                                   -----------      -----------
         Total liabilities and equity (deficit)................................    $   408,777      $   416,505
                                                                                   ===========      ===========
</TABLE>





      See the accompanying notes to the consolidated financial statements.


                                      -2-

<PAGE>
<PAGE>




                          GENERAL CHEMICAL CORPORATION
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (IN THOUSANDS)
                                   (UNAUDITED)

<TABLE>
<CAPTION>
                                                                                          THREE MONTHS ENDED
                                                                                                MARCH 31,
                                                                                       ------------------------
                                                                                       1996               1997
                                                                                       ----               ----
<S>                                                                                  <C>              <C>       
Cash flows from operating activities:
   Net income ................................................................       $   7,469        $    7,123
   Adjustments to reconcile net income to net cash
    provided by operating activities:
     Depreciation and amortization.............................................          6,545             6,954
     Net loss on disposition of long-term assets...............................             85               188
     Unrealized exchange loss..................................................             67               740
     Restricted unit plan costs................................................            --                293
     (Increase) in receivables.................................................         (9,485)           (1,632)
     (Increase) decrease in inventories........................................           (274)            1,363
     (Increase) in other assets................................................           (290)           (1,692)
     (Decrease) in accounts payable............................................         (1,690)           (3,113)
     Increase (decrease) in accrued liabilities................................            445              (821)
     Increase in income taxes payable..........................................          2,235             2,558
     Increase (decrease) in other liabilities..................................           (325)            1,256
     Increase in minority interest.............................................          5,356             5,272
                                                                                     ---------        ----------
        Net cash provided by operating activities..............................         10,138            18,489
                                                                                     ---------        ----------
Cash flows from investing activities:
      Capital expenditures.....................................................         (8,121)           (5,171)
                                                                                     ---------        ----------
        Net cash used for investing activities................................          (8,121)           (5,171)
                                                                                     ---------        ----------
Cash flows from financing activities:
      Proceeds from long-term debt.............................................          5,000               --
      Repayment of long-term debt..............................................         (4,348)           (4,348)
                                                                                     ---------        ----------
        Net cash provided by (used for) financing activities...................            652            (4,348)
                                                                                     ---------        ----------
Effect of exchange rate changes on cash........................................            (49)              (31)
                                                                                     ---------        ----------
Increase in cash and cash equivalents.........................................           2,620             8,939
Cash and cash equivalents at beginning of period...............................         13,279            32,742
                                                                                     ---------        ----------
Cash and cash equivalents at end of period.....................................      $  15,899        $   41,681
                                                                                     =========        ==========

Supplemental information:
      Cash paid for income taxes...............................................      $   2,250        $    2,543
                                                                                     =========        ==========
      Cash paid for interest...................................................      $   6,942        $    6,134
                                                                                     =========        ==========
</TABLE>




      See the accompanying notes to the consolidated financial statements.


                                      -3-

<PAGE>
<PAGE>



                          GENERAL CHEMICAL CORPORATION
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

                      FOR THE QUARTER ENDED MARCH 31, 1997
                             (DOLLARS IN THOUSANDS)
                                   (UNAUDITED)

NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

         The accompanying  unaudited consolidated financial statements have been
prepared by General Chemical  Corporation  ("General Chemical" or the "Company")
pursuant to the rules and regulations of the Securities and Exchange Commission.
The  financial  statements  do not include  certain  information  and  footnotes
required  by  generally  accepted  accounting  principles.  In  the  opinion  of
management,   all  adjustments  (consisting  of  normal  recurring  adjustments)
considered  necessary  for a fair  presentation  have been  included.  Operating
results for the three months ended March 31, 1997 are not necessarily indicative
of the results  that may be  expected  for the year ending  December  31,  1997.
General Chemical's  financial  statements should be read in conjunction with the
financial statements and the notes thereto included in General Chemical's Annual
Report on Form 10-K for the year ended December 31, 1996.

NOTE 2 - RELATED PARTY TRANSACTIONS

Management Agreement

         The Company is party to the  Management  Agreement  with New  Hampshire
Oak.  Pursuant to the  Agreement,  the Company was charged $760 and $789 for the
three months ended March 31, 1996 and 1997, respectively,  for general corporate
supervisory  services and strategic guidance.  The Management  Agreement expires
during 1997, subject to extension.

NOTE 3 - ADDITIONAL FINANCIAL INFORMATION

         The components of inventories were as follows:

<TABLE>
<CAPTION>
                                                   DECEMBER 31,      MARCH 31,
                                                   ------------      ---------
                                                       1996            1997
                                                       ----            ----
        <S>                                     <C>             <C>      
             Raw materials.......................   $   9,567       $   8,518
             Work in process.....................       2,326           2,838
             Finished products...................      14,506          13,364
             Supplies ...........................       8,045           8,207
                                                    ---------       ---------
                                                    $  34,444       $  32,927
                                                    =========       =========
</TABLE>

NOTE 4 - LONG-TERM DEBT

         Long-term debt consists of the following:

<TABLE>
<CAPTION>
                                                                           DECEMBER 31,       MARCH 31,
                                                                           ------------       ---------
                                                              MATURITIES         1996           1997
                                                              ----------         ----           ----
         <S>                                                   <C>               <C>          <C>       
             Bank Term Loan - floating rate...............     1997-2001         $ 82,609      $  78,261
             Senior Subordinated Notes - 9.25%............       2003             100,000        100,000
             Canada Senior Notes - 9.09%..................       1999              52,000         52,000
                                                                                 --------      ---------
             Total Debt...................................                        234,609        230,261
             Less:  Current Portion.......................                         17,392         17,392
                                                                                 --------      ---------
             Net Long-Term Debt...........................                       $217,217      $ 212,869
                                                                                 ========      =========
</TABLE>



                                      -4-

<PAGE>
<PAGE>


                          GENERAL CHEMICAL CORPORATION
          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (CONTINUED)

                      FOR THE QUARTER ENDED MARCH 31, 1997
                             (DOLLARS IN THOUSANDS)
                                   (UNAUDITED)

         Aggregate maturities of long-term debt at December 31, 1996 for each of
the years in the five year period ending December 31, 2001 are $17,392, $17,392,
$69,392, $17,392 and $13,041, respectively.

NOTE 5 - COMMITMENTS AND CONTINGENCIES

         Richmond  Works July 26,  1993  Incident.  On July 26,  1993 a pressure
relief device on a railroad tank car containing oleum that was being unloaded at
the  Company's  Richmond,  California,  facility  ruptured  during the unloading
process,  causing  the  release  of a  significant  amount of  sulfur  trioxide.
Approximately  150 lawsuits  seeking  substantial  amounts of damages were filed
against the Company on behalf of in excess of 60,000  claimants in municipal and
superior courts of California  (Contra Costa and San Francisco  Counties) and in
federal  court  (United  States  District  Court for the  Northern  District  of
California).  All state court cases were coordinated before a coordination trial
judge (In Re GCC  Richmond  Works Cases,  JCCP No.  2906) and the federal  court
cases were stayed until completion of the state court cases.

         After  several  months  of  negotiation  under  the  supervision  of  a
settlement  master,  the Company  and a  court-approved  plaintiffs'  management
committee  executed a  comprehensive  settlement  agreement  which  resolved the
claims of  approximately  95 percent of the claimants who filed lawsuits arising
out the July 26th  incident,  including the federal  court cases.  After a final
settlement  approval hearing on October 27, 1995, the  coordination  trial judge
approved  the  settlement  on November  22,  1995.  Pursuant to the terms of the
settlement  agreement,  the  Company,  with funds to be provided by its insurers
pursuant to the terms of its insurance policies,  has agreed to make available a
maximum of $180,000 to implement the  settlement.  In addition,  the  settlement
agreement  provides,  among other things,  that while claimants may "opt out" of
the  compensatory  damages  portion of the settlement and pursue their own cases
separate and apart from the class  settlement  mechanism,  they have no right to
opt out of the punitive damages portion of the settlement.  Consequently,  under
the terms of the settlement, no party may seek punitive damages from the Company
outside of those provided by the settlement.

         Notices of appeal of all or portions of the settlement  approved by the
court were filed by five law firms representing  approximately  2,750 claimants,
with  approximately  2,700 of these claimants  represented by the same law firm.
Virtually all of these  claimants  have not specified the amount of their claims
in court  documents,  although the Company  believes that their alleged injuries
are no  different  in  nature or  extent  than  those  alleged  by the  settling
claimants. On May 8, 1996, the California Court of Appeals dismissed each of the
appeals that had been filed  challenging the trial court's approval of the class
action  settlement.  The Court of Appeals  dismissed the appeal  relating to the
trial  court's  rulings on  plaintiffs'  attorney's  fees on the ground that the
appealing  attorneys  lacked  standing  to  appeal.  The Court of  Appeals  also
dismissed  each of the other  pending  appeals,  ruling  that the trial  court's
orders and rulings approving the settlement were not presently appealable, if at
all,  by the  appealing  claimants  since they had all elected to opt out of the
settlement.  The appealing  attorneys and some of the appealing  claimants  then
filed a petition for review with the  California  Supreme  Court which on August
15, 1996 elected not to review the Court of Appeals' decision.


                                      -5-

<PAGE>
<PAGE>


                          GENERAL CHEMICAL CORPORATION
          NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS - (CONCLUDED)

                      FOR THE QUARTER ENDED MARCH 31, 1997
                             (DOLLARS IN THOUSANDS)
                                   (UNAUDITED)

         On March 11, 1997, the coordination judge dismissed the claims of 1,269
of the approximately 2,750 opt-out claimants, primarily on the grounds that they
had failed to comply with  previous  pre-trial  orders.  On April 18, 1997,  the
California Court of Appeals denied a petition for review of the dismissals filed
by attorneys for the dismissed opt-out claimants, thereby electing not to review
the  decision.  The same  attorneys  have  recently  filed a  petition  with the
California  Supreme Court for review of the California  Court of Appeals' denial
of their prior petition.

         It is possible that one or more of the appealing claimants,  once their
opt-out cases are finally  litigated through trial, may attempt to refile all or
a portion of the appeals  that were  dismissed  by the Court of  Appeals.  While
there can be no assurances  regarding  how an appellate  court might rule in the
event of such a  refiling,  the Company  believes  that the  settlement  will be
upheld on appeal.  If the settlement is upheld on appeal,  the Company  believes
that any further  liability  in excess of the amounts made  available  under the
settlement  agreement will not exceed the available  insurance  coverage,  if at
all, by an amount that could be material to its  financial  condition or results
of operations.  In the event of a reversal or  modification of the settlement on
appeal,  with respect to lawsuits by any then remaining  claimants (opt-outs and
settling  claimants  who have not signed  releases) the Company  believes  that,
whether or not it elects to terminate the settlement in the event it is reversed
or  modified  on appeal,  it will have  adequate  resources  from its  available
insurance  coverage to vigorously  defend these lawsuits  through their ultimate
conclusion, whether by trial or settlement. However, in the event the settlement
is  overturned  or  modified  on  appeal,  there  can be no  assurance  that the
Company's ultimate liability resulting from the July 26, 1993 incident would not
exceed the available  insurance coverage by an amount which could be material to
its  financial  condition or results of  operations,  nor is the Company able to
estimate or predict a range of what such ultimate liability might be, if any.

         The Company has  insurance  coverage  relating to this  incident  which
totals $200,000.  The first two layers of coverage total $25,000 with a sublimit
of $12,000  applicable to the July 26, 1993  incident,  and the Company also has
excess  insurance  policies of $175,000  over the first two layers.  The Company
reached an  agreement  with the  carrier  for the first two layers  whereby  the
carrier  paid the Company  $16,000 in  settlement  of all claims the Company had
against  that  carrier.  In the third  quarter of 1994,  the Company  recorded a
$9,000 charge to earnings for costs which the Company  incurred  related to this
matter.  The  Company's  excess  insurance  policies,  which are  written by two
Bermuda-based  insurers,  provide  coverage for compensatory as well as punitive
damages.  Both  insurers have executed  agreements  with the Company  confirming
their  respective  commitments  to fund  the  settlement  as  required  by their
insurance  policies  with  the  Company  and  as  described  in  the  settlement
agreement.  In  addition,  these same  insurers  currently  continue  to provide
substantially the same insurance coverage to the Company.


                                      -6-

<PAGE>
<PAGE>



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

March 31, 1997 Compared with December 31, 1996

Financial Condition

          Cash and cash  equivalents  were $41.7  million  at March 31,  1997 as
compared with $32.7 million at December 31, 1996.  During the first three months
of 1997 the  Company  generated  cash flow from  operating  activities  of $18.5
million, and used cash of $5.2 million for capital expenditures and used cash of
$4.3 million for payment of long-term debt.

          The Company had working  capital of $50.6 million at March 31, 1997 as
compared  with $38.6  million at December  31,  1996.  This  increase in working
capital  reflects  higher cash and accounts  receivable  balances,  coupled with
lower  accounts  payable  and  accrued  liabilities  partially  offset  by lower
inventory  and higher  income taxes  payable.  These changes arose in the normal
course of business.

Three Months Ended March 31, 1997, Compared with Three Months Ended
March 31, 1996

Results of Operations

          The  following   table  sets  forth  the  results  of  operations  and
percentage of net revenues represented by the components of operating income and
expense  for the  three  months  ended  March  31,  1996  and 1997  (dollars  in
millions).

<TABLE>
<CAPTION>
                                                                            THREE MONTHS ENDED
                                                                                 MARCH 31,
                                                                  --------------------------------------
                                                                        1996                    1997
                                                                  ---------------            -----------
<S>                                                              <C>        <C>           <C>      <C> 
   Net revenues...............................................     $117.4     100%          $115.7   100%
   Cost of sales..............................................       83.5      71             82.6    71
                                                                   ------     ---           ------   ---
   Gross profit...............................................       33.9      29             33.1    29
   Selling, general and administrative expense................        9.5       8             10.4     9
                                                                   ------     ---           ------  ----
   Operating profit...........................................     $ 24.4      21%          $ 22.7    20%
                                                                   ======     ===           ======   ===
</TABLE>

         Net  revenues  for the three  months  ended  March 31, 1997 were $115.7
million or one percent  lower than the prior year level due  primarily to weaker
pricing of soda ash and lower calcium chloride volumes caused by the mild winter
weather  in  the  northeastern   United  States,   partially  offset  by  volume
improvements across the majority of all other product lines.

         Gross  profit  for the first  three  months  of 1997 was $33.1  million
compared with $33.9 million for the comparable period in 1996. Gross profit as a
percentage of net revenues was 29 percent for the first three months of 1996 and
1997.

         Selling,  general  and  administrative  expense  was 9  percent  of net
revenues  for the first  three  months of 1997,  versus 8 percent  for the first
three months of 1996,  primarily due to charges for the restricted unit plan and
cost increases due to inflation.

         Interest  expense for the first three  months of 1997 was $5.2  million
which was $.8  million  lower than the first  three  months of 1996 due to lower
outstanding debt balances.

         Interest  income  for the first  three  months of 1997 was $.5  million
which was $.2 million  higher than the first three  months of 1996 due to higher
cash balances.


                                      -7-

<PAGE>
<PAGE>



         The foreign  currency  transaction  loss for the first three  months of
1997 was $.5 million  versus a gain of $(.1)  million for the first three months
of 1996. This is principally due to the impact of exchange rate  fluctuations on
a $52 million  U.S.-denominated  loan of the Company's Canadian subsidiary.  The
impact of foreign currency transaction (gains) losses on this loan is noncash.

        Minority  interest  for the first three  months of 1997 was $6.2 million
which approximated the 1996
amount.

         Net income for the first three months of 1997 was $7.1 million compared
with $7.5 million for the same period in 1996, due to the foregoing.


                                      -8-

<PAGE>
<PAGE>



                           PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS

         The  following  developments  have occurred with respect to this matter
since the filing of the Company's  Annual Report on Form 10-K for the year ended
December 31, 1996:

         Richmond  Works  July  26,  1993  Incident.  On  March  11,  1997,  the
coordination  judge  dismissed  the claims of 1,269 of the  approximately  2,750
opt-out claimants,  primarily on the grounds that they had failed to comply with
previous  pre-trial  orders.  On April 18, 1997, the California Court of Appeals
denied a  petition  for  review of the  dismissals  filed by  attorneys  for the
dismissed opt-out  claimants,  thereby electing not to review the decision.  The
same attorneys have recently filed a petition with the California  Supreme Court
for review of the California Court of Appeals' denial of their prior petition.


                                      -9-

<PAGE>
<PAGE>



ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

         a)  (27)  Financial Data Schedule.

         b)  No  report on Form 8-K has been  filed by the  Company  during  the
             period covered by this report.


                                      -10-

<PAGE>
<PAGE>



                                   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.

                                      GENERAL CHEMICAL CORPORATION
                                                 (Registrant)

<TABLE>
<S>                              <C>
Date    May 12, 1997                 /s/ Edward J. Waite, III
     ----------------                    --------------------
                                         EDWARD J. WAITE, III
                                         Vice President, General Counsel
                                         and Secretary (Authorized Officer)

Date    May 12, 1997                 /s/ Ralph M. Passino
     ----------------                    --------------------------------
                                         RALPH M. PASSINO
                                         Chief Financial Officer and Vice President
                                         of Administration (Principal Financial Officer)
</TABLE>



                                      -11-

<PAGE>
<PAGE>



                                  EXHIBIT INDEX

EXHIBIT NUMBER                DESCRIPTION                              PAGE
--------------                -----------                              ----
      27                      Financial Data Schedule                   13
                              (EDGAR Filings Only)







                                      -12-


<PAGE>