<PAGE>   1



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

                                    FORM 10-Q


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



                  FOR THE QUARTERLY PERIOD ENDED JUNE 30, 2001

                                       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 NO. 1-13394

                              CHASE INDUSTRIES INC.
             (Exact name of Registrant as specified in its charter)

<TABLE>
<CAPTION>
<S>                                                 <C>
            DELAWARE                                      51-0328047
(State or other jurisdiction of                        (I.R.S. Employer
 incorporation or organization)                     Identification Number)
</TABLE>

                 14212 COUNTY ROAD M-50, MONTPELIER, OHIO 43543
          (Address of principal executive offices, including Zip Code)

       Registrant's telephone number, including area code: (419) 485-3193

                                 Not Applicable
         (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 [ ]

<TABLE>
<S>                                                                               <C>
NUMBER OF SHARES OF COMMON STOCK OUTSTANDING AS OF JULY 30, 2001................   9,147,627
NUMBER OF SHARES OF NONVOTING COMMON STOCK OUTSTANDING AS OF JULY 30, 2001......   6,150,118*
</TABLE>

---------

*   The Registrant's Nonvoting Common Stock is convertible, on a
    share-for-share basis, into Common Stock.



<PAGE>   2


                              CHASE INDUSTRIES INC.

                                TABLE OF CONTENTS


                          PART I. FINANCIAL INFORMATION


<TABLE>
<CAPTION>
                                                                                      Page
                                                                                      ----
<S>                                                                                   <C>
Item 1.  Financial Statements (Unaudited):

         Consolidated Balance Sheet as of June 30, 2001
                 and December 31, 2000...........................................       3

         Consolidated Statement of Income for the Three and Six Months Ended
                 June 30, 2001 and 2000..........................................       4

         Consolidated Statement of Cash Flows for the Six Months Ended
                 June 30, 2001 and 2000..........................................       5

         Notes to Consolidated Financial Statements..............................       6

Item 2.  Management's Discussion and Analysis of Financial Condition
         and Results of Operations...............................................      13

Item 3.  Quantitative and Qualitative Disclosures About Market Risks.............      21


                       PART II. OTHER INFORMATION


Item 1.  Legal Proceedings.......................................................      22

Item 4.  Submission of Matters to a Vote of Security Holders.....................      23

Item 6.  Exhibits and Reports on Form 8-K........................................      23

         Signature...............................................................      25

</TABLE>



                                       2
<PAGE>   3

                              CHASE INDUSTRIES INC.
                           CONSOLIDATED BALANCE SHEET
               (UNAUDITED; IN THOUSANDS, EXCEPT SHARE INFORMATION)

<TABLE>
<CAPTION>
                                                                   June 30,      December 31,
                                                                     2001           2000
                                                                   --------      -----------
<S>                                                                <C>           <C>
                                     ASSETS
Current assets:
  Cash and cash equivalents                                        $ 20,219      $  3,993
  Receivables, net of allowance for doubtful accounts and
    claims of $1,010 and $990 in 2001 and 2000, respectively         24,919        24,214
  Inventories                                                        22,498        29,072
  Prepaid expenses                                                    1,069         1,253
  Deferred income taxes                                               6,772         3,251
  Other assets                                                           --        21,600
                                                                   --------      --------
     Total current assets                                            75,477        83,383
Net assets of discontinued operations                                    --        38,161
Property, plant and equipment, net                                   86,584        75,659
                                                                   --------      --------
     Total assets                                                  $162,061      $197,203
                                                                   ========      ========

                      LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
  Accounts payable                                                 $ 14,971      $ 23,447
  Accrued compensation and benefits                                   3,586         4,170
  Accrued income taxes                                                2,319         2,692
  Other accrued liabilities                                           2,320         6,701
  Current portion of long-term debt                                      --        20,000
  Interest payable -- Seller's note                                      --         8,345
                                                                   --------      --------
     Total current liabilities                                       23,196        65,355
Other long-term liabilities                                           8,311            --
Deferred income taxes                                                 8,792        14,354
                                                                   --------      --------
     Total liabilities                                               40,299        79,709
                                                                   --------      --------
Commitments and contingencies                                            --            --
                                                                   --------      --------

Stockholders' equity:
  Common stock, $.01 par value, 36,310,000 shares authorized;
    9,147,627 and 9,135,802 shares issued and outstanding
    in 2001 and 2000, respectively                                       92            92
  Nonvoting common stock, $.01 par value, 12,300,000 shares
    authorized; 6,150,118 shares issued and outstanding
    in 2001 and 2000                                                     61            61
  Additional paid-in capital                                         31,980        31,884
  Retained earnings                                                  89,629        85,457
                                                                   --------      --------
     Total stockholders' equity                                     121,762       117,494
                                                                   --------      --------
     Total liabilities and stockholders' equity                    $162,061      $197,203
                                                                   ========      ========
</TABLE>


     The accompanying notes are an integral part of the consolidated financial
statements.


                                       3
<PAGE>   4


                              CHASE INDUSTRIES INC.
                        CONSOLIDATED STATEMENT OF INCOME
               (UNAUDITED; IN THOUSANDS, EXCEPT SHARE INFORMATION)


<TABLE>
<CAPTION>
                                                   Three Months Ended June 30,      Six Months Ended June 30,
                                                      2001            2000            2001            2000
                                                      ----            ----            ----            ----
<S>                                                <C>             <C>             <C>             <C>
Net sales                                          $  56,846       $  73,835       $ 123,053       $ 155,470
Cost of goods sold (exclusive of depreciation
  shown separately below)                             48,660          61,162         106,449         129,451
                                                   ---------       ---------       ---------       ---------
   Gross profit                                        8,186          12,673          16,604          26,019
Selling, general and administrative expenses           1,491           1,846           2,942           3,913
Tender offer expenses                                    948              --           3,507              --
Depreciation expense                                   1,723           1,724           3,430           3,267
                                                   ---------       ---------       ---------       ---------
   Operating income                                    4,024           9,103           6,725          18,839
Other non-operating expenses                             385              --             385              --
Interest (income) expense, net                          (189)            460              (6)            821
                                                   ---------       ---------       ---------       ---------
   Income before income taxes                          3,828           8,643           6,346          18,018
Provision for income taxes                             1,359           3,284           2,253           6,846
                                                   ---------       ---------       ---------       ---------
Income from continuing operations                      2,469           5,359           4,093          11,172
Discontinued operations (Note 5):
   Income (loss), net of income taxes                     --            (428)             79            (564)
                                                   ---------       ---------       ---------       ---------
             Net income                            $   2,469       $   4,931       $   4,172       $  10,608
                                                   =========       =========       =========       =========
Average shares outstanding:
   Basic                                              15,298          15,258          15,294          15,246
   Diluted                                            15,478          15,391          15,483          15,369
Earnings per share - Basic:
   Income from continuing operations               $    0.16       $    0.35       $    0.27       $    0.73
   Income (loss) from discontinued operations             --           (0.03)             --           (0.03)
                                                   ---------       ---------       ---------       ---------
             Net income                            $    0.16       $    0.32       $    0.27       $    0.70
                                                   =========       =========       =========       =========
Earnings per share - Diluted:
   Income from continuing operations               $    0.16       $    0.35       $    0.26       $    0.73
   Income (loss) from discontinued operations             --           (0.03)           0.01           (0.04)
                                                   ---------       ---------       ---------       ---------
             Net income                            $    0.16       $    0.32       $    0.27       $    0.69
                                                   =========       =========       =========       =========
</TABLE>



     The accompanying notes are an integral part of the consolidated financial
statements.


                                       4
<PAGE>   5

                              CHASE INDUSTRIES INC.
                      CONSOLIDATED STATEMENT OF CASH FLOWS
                            (UNAUDITED; IN THOUSANDS)


<TABLE>
<CAPTION>
                                                                      Six Months Ended June 30,
                                                                         2001           2000
                                                                         ----           ----
<S>                                                                   <C>            <C>
 Operating activities:
    Income from continuing operations                                  $  4,093       $ 11,172
    Adjustments to reconcile income from continuing operations
       to net cash provided by operating activities:
       Depreciation expense                                               3,430          3,267
       Deferred income tax expense                                        2,303          2,967
       BP settlement                                                     (2,000)            --
       Changes in assets and liabilities:
         (Increase) in receivables                                         (705)        (3,845)
         Decrease in inventories                                          6,574             30
         (Decrease) in accounts payable                                  (8,476)        (6,213)
         (Decrease) in accrued liabilities                               (2,605)        (3,983)
         Other, net                                                        (460)         3,182
                                                                       --------       --------
         Net cash provided by activities of continuing operations         2,154          6,577
         Net cash (used in) discontinued operations                      (1,515)        (1,786)
                                                                       --------       --------
            Net cash provided by operating activities                       639          4,791
                                                                       --------       --------
Investing activities:
    Proceeds from sale of discontinued operations, net of fees           29,846             --
    Expenditures for property, plant and equipment                      (14,355)        (7,480)
                                                                       --------       --------
            Net cash provided by (used in) investing activities          15,491         (7,480)
                                                                       --------       --------
Financing activities:
    Net repayments of debt                                                   --         (4,956)
    Issuance of common stock - options exercised                             96            257
                                                                       --------       --------
            Net cash provided by (used in) financing activities              96         (4,699)
                                                                       --------       --------
Net increase (decrease) in cash and cash equivalents                     16,226         (7,388)

Cash and cash equivalents, beginning of period                            3,993          9,131
                                                                       --------       --------
Cash and cash equivalents, end of period                               $ 20,219       $  1,743
                                                                       ========       ========
Supplemental disclosures:
    Interest and bank fees paid                                        $    198       $    329
                                                                       ========       ========
    Income taxes paid                                                  $    356       $     40
                                                                       ========       ========
</TABLE>



     The accompanying notes are an integral part of the consolidated financial
statements.


                                       5
<PAGE>   6

                              CHASE INDUSTRIES INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

1.   SIGNIFICANT ACCOUNTING POLICIES:

     PRINCIPLES OF CONSOLIDATION AND INTERIM FINANCIAL INFORMATION

     The consolidated balance sheet as of June 30, 2001, and December 31, 2000,
and the consolidated statements of income and cash flows for the three and six
months ended June 30, 2001 and 2000, include the accounts of Chase Industries
Inc. (the "Company"), a Delaware corporation, and its wholly-owned subsidiary,
Chase Brass & Copper Company, Inc. ("CBCC"), a Delaware corporation. All
significant intercompany transactions have been eliminated in consolidation.

     The accompanying consolidated financial statements have been prepared in
accordance with instructions for Form 10-Q and do not include all the
information and footnote disclosures required by generally accepted accounting
principles. The financial information for June 30, 2001 and 2000, included
herein is unaudited and, in the opinion of management, reflects all adjustments
necessary for a fair presentation of such financial information.

     The results of operations for the three and six months ended June 30, 2001,
are not necessarily indicative of the results of operations that may be expected
for the year ending December 31, 2001. This quarterly report on Form 10-Q should
be read in conjunction with the annual consolidated financial statements
included in the Company's Annual Report on Form 10-K for the year ended December
31, 2000.

     In fourth quarter 2000, the Company decided to divest Leavitt Tube Company,
Inc. ("Leavitt"), a Delaware corporation. On March 15, 2001, the Company signed
a definitive agreement to sell the assets and operations of Leavitt, including
the stock of Holco Corporation ("Holco"), an Illinois corporation and
wholly-owned subsidiary of Leavitt, to privately-held Pinkert Industrial Group,
LLC, headquartered in Chicago, for approximately $31.5 million, subject to
closing adjustments. The sale closed on March 30, 2001. Leavitt has been
reflected in the financial statements as a discontinued operation. For
additional discussion on the discontinued operation, see Note 5, Discontinued
Operations.

     On August 24, 1990, the Company acquired, through CBCC, the assets and
operations of a Delaware corporation formerly named Chase Brass & Copper
Company, Incorporated ("Old Chase"), pursuant to the Asset Purchase Agreement
("CBCC Purchase Agreement") dated May 10, 1990, by and between the Company,
CBCC, Old Chase, BP Exploration (Alaska) Inc. ("BPE") and The Standard Oil
Company (the "CBCC Acquisition"). BPE and The Standard Oil Company own all the
stock of Old Chase. BPE, The Standard Oil Company and Old Chase are sometimes
referred to herein collectively as "BP." The CBCC Acquisition was accounted for
as a purchase.

     REVENUE RECOGNITION

     Net sales represent gross sales of brass rod and are recorded at the time
of shipment. The gross sales price of brass rod consists of a metal price
charged to the customers and a fabrication price as separate components. In
addition, approximately 10% of pounds sold by CBCC are made on a "Tolling"
basis, where the customer consigns brass scrap to CBCC and is only charged a


                                       6
<PAGE>   7

                              CHASE INDUSTRIES INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

fabrication price for processing the brass scrap into finished rod. For tolling
sales, the brass metal value is not included in net sales or cost of goods sold.

     RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS

     In June 1998, the Financial Accounting Standards Board (the "FASB") issued
Statement of Financial Accounting Standards No. 133, "Accounting for Derivative
Instruments and Hedging Activities" ("SFAS 133"), which was originally effective
for years beginning after June 15, 1999. In June 1999, the FASB issued Statement
of Accounting Standards No. 137 delaying the effective date of SFAS 133 by one
year. SFAS 133 was amended by Statement of Financial Accounting Standards No.
138, "Accounting for Certain Derivative Instruments and Certain Hedging
Activities," which was issued in June 2000. The new standards require companies
to record derivatives on the balance sheet as assets or liabilities, measured at
fair value. The adoption of SFAS 133, as amended, in first quarter 2001, did not
have a material effect on the Company's financial position or results of
operations.

     In September 2000, the FASB issued Statement of Financial Accounting
Standards No. 140, "Accounting for Transfers and Servicing of Financial Assets
and Extinguishments of Liabilities" ("SFAS 140"). SFAS 140 replaces Statement of
Financial Accounting Standards No. 125, "Accounting for Transfers and Servicing
of Financial Assets and Extinguishment of Liabilities" ("SFAS 125") and is
effective for transfers and servicing of financial assets and extinguishments of
liabilities occurring after June 30, 2001. Management of the Company believes
SFAS 140 will not have a material effect on the Company's financial position or
results of operations.

     In July 2001, the FASB issued Statement of Financial Accounting Standards
No. 141, "Business Combinations" ("SFAS 141"). SFAS 141 requires that all
business combinations be accounted for under the purchase method. Use of the
pooling-of-interests method is no longer permitted. SFAS 141 is effective for
business combinations initiated after June 30, 2001. Management of the Company
believes SFAS 141 will not have a material effect on the Company's financial
position or results of operations.

     In July 2001, the FASB issued Statement of Financial Accounting Standards
No. 142, "Goodwill and Other Intangible Assets" ("SFAS 142"). SFAS 142 requires
that goodwill no longer be amortized to earnings, but instead be reviewed for
impairment. SFAS 142 must be adopted on or before January 1, 2002. The
amortization of goodwill ceases upon adoption of SFAS 142. Management of the
Company believes SFAS 142 will not have a material effect on the Company's
financial position or results of operations as it has no goodwill or other
intangible assets.



                                       7
<PAGE>   8
                              CHASE INDUSTRIES INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

2.   INVENTORIES:

     Inventories are stated at the lower of cost-or-market, with cost determined
on the last-in, first-out (LIFO) basis. In prior periods inventories have been
written down to lower of cost-or-market and such reduced amounts are considered
cost for subsequent years.

     If the first-in, first out (FIFO) method for determining cost had been
used, inventories would have been approximately $1.4 million lower at June 30,
2001, and $0.4 million higher at December 31, 2000. Inventories consisted of the
following (in thousands):

<TABLE>
<CAPTION>
                                              June 30,     December 31,
                                                2001          2000
                                              --------       --------
     <S>                                      <C>          <C>
     Raw materials                            $  3,896       $  5,703
     Work in progress                           10,769         11,224
     Finished goods                              8,694         13,699
                                              --------       --------
                                                23,359         30,626
     Tolling metal due customers                  (861)        (1,554)
                                              --------       --------
                                              $ 22,498       $ 29,072
                                              ========       ========

</TABLE>


3.   COMMON STOCK AND EARNINGS PER SHARE:

     The following is a reconciliation of the denominator used in the
computation of basic and diluted earnings per share. Average shares were as
follows:

<TABLE>
<CAPTION>
                                          Three Months Ended June 30,
                                          ---------------------------
                                       2001                         2000
                                       ----                         ----
                             Shares          EPS           Shares          EPS
                             ------          ---           ------          ---
<S>                        <C>              <C>          <C>              <C>
     Basic                 15,297,704       $ 0.16       15,257,785       $ 0.32
     Stock options            180,775           --          132,837           --
                           ----------       ------       ----------       ------
     Diluted               15,478,479       $ 0.16       15,390,622       $ 0.32
                           ==========       ======       ==========       ======
</TABLE>


<TABLE>
<CAPTION>
                                           Six Months Ended June 30,
                                          ---------------------------
                                       2001                         2000
                                       ----                         ----
                             Shares          EPS           Shares          EPS
                             ------          ---           ------          ---
<S>                        <C>              <C>          <C>              <C>
     Basic                 15,293,920       $ 0.27       15,246,390       $ 0.70
     Stock options            189,221           --          122,485        (0.01)
                           ----------       ------       ----------       ------
     Diluted               15,483,141       $ 0.27       15,368,875       $ 0.69
                           ==========       ======       ==========       ======
</TABLE>


     All shares of Common Stock and Nonvoting Common Stock are identical, except
that holders of Nonvoting Common Stock have no voting rights. Shares of
Nonvoting Common Stock may be converted, at the option of the holder, into
Common Stock on a share-for-share basis, except


                                       8
<PAGE>   9

                              CHASE INDUSTRIES INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

to the extent that the holder of Nonvoting Common Stock is restricted from
obtaining certain ownership levels in the Company pursuant to the Small Business
Investment Act of 1958 and the Bank Holding Company Act of 1956.

     At June 30, 2001, and December 31, 2000, the Company had no preferred stock
issued or outstanding. In conjunction with the initial public offering in
November 1994, the Company authorized 1,000,000 shares of preferred stock, none
of which has been issued. The preferences and rights of such preferred stock may
be determined by the Board of Directors at any time prior to issuance.

     On December 26, 2000, the Board of Directors declared a dividend
distribution of one preferred share purchase right (a "right") for each share of
the Company's common stock outstanding on January 5, 2001. Each right would
entitle shareholders to purchase from the Company one one-thousandth of a share
of Series A Junior Participating Preferred Stock, $.01 par value, of the Company
at a price of $30 per one one-thousandth of a Preferred Share, subject to
adjustment. The rights are not currently exercisable, but would become
exercisable if certain events occurred relating to a person or group acquiring
or attempting to acquire 20 percent or more of the outstanding shares of common
stock. The rights expire on December 26, 2010, unless the expiration date is
extended or the rights are redeemed or exchanged by the Company earlier.

4.   COMMITMENTS AND CONTINGENCIES:

     The Company is subject to certain contingent environmental liabilities with
respect to CBCC's facility. CBCC is in the process of developing a remediation
plan for in situ remediation at two areas of its site that are contaminated with
certain volatile organic compounds ("VOCs"). Based on preliminary cost estimates
provided by CBCC's independent environmental consultant, and subject to the
development by the consultant of a remediation plan for these areas of the site
and the receipt of bids for the remediation activities required under such plan,
the Company estimates the cost for this project to approximate $3 million, based
upon capital and operating costs for a period of five years. However, subject to
pilot testing and operating experience, costs may increase if a longer operating
period is necessary.

     As of December 31, 2000, the reserve for remediation activities was $4.0
million, including $3.0 million for the in situ remediation plan, $0.6 million
for environmental consulting and $0.4 million for final payments to be made on
remediation activities completed in 2000. In first quarter 2001, as a result of
the settlement of the Company's litigation with BP discussed below, the Company
recorded an additional $4.8 million of environmental reserves relating to
obligations retained by the Company. The Company had remediation spending of
$0.5 million in first half 2001. As a result of the foregoing, the environmental
reserve totaled $8.3 million at June 30, 2001.

     Based on currently available data, the Company believes that upon
completion of the remediation activities at the two areas described above, CBCC
will have substantially completed the remediation activities that the Company
believes are necessary to address contamination at its site. However, until the
completion of these remedial and associated investigatory activities and receipt
of approval from the Ohio Environmental Protection Agency ("EPA") of CBCC's
activities to


                                       9
<PAGE>   10

                              CHASE INDUSTRIES INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

remediate this contamination, as well as remediation activities previously
conducted, the Company cannot be certain that further remediation activities
will not be required at its site. To the extent regulatory agencies require
additional remediation at those areas of CBCC's site where CBCC previously has
undertaken remediation activities, or requires excavation of soil at the two
areas for which CBCC currently is developing a remediation plan for in situ
remediation, as part of the settlement of litigation with BP in first quarter
2001 discussed below, BP has retained responsibility for such remediation
activities.

     The Company believes it will be able to fund cleanup costs related to
anticipated future remediation activities at its manufacturing facility with
cash on hand and borrowings under its existing Bank Credit Facility. Therefore,
the Company does not believe that funding these remediation activities will have
a material effect on the Company's financial condition, results of operations or
liquidity.

     Other than as described above, no reserves have been established regarding
the aforementioned matters. Additionally, the Company expects no material impact
on its financial position, results of operations or liquidity as a result of the
existence of any other environmental conditions related to CBCC.

     CBCC and/or other entities named "Chase Brass & Copper Co." (which may
include Old Chase or divisions of Old Chase) have been named by governmental
agencies and/or private parties as a potentially responsible party ("PRP") under
the Comprehensive Environmental Response, Compensation and Liability Act of 1980
("CERCLA") and/or state laws with respect to four sites (and possibly a fifth
site). The Company believes that CBCC has no liability for the cleanup costs
related to these sites because (a) such liability is attributable to an entity
that had the same or similar name to that of CBCC, such as a division or a
subsidiary of BP (other than the brass rod division of Old Chase), or (b) such
liability arose from acts that occurred prior to the CBCC Acquisition and,
therefore, BP retained such liability under the CBCC Purchase Agreement and is
contractually obligated to indemnify the Company for such liabilities. To the
extent CBCC incurs any cleanup costs with respect to these sites, it intends to
enforce its rights under the CBCC Purchase Agreement to recover such amounts
from BP.

     On January 7, 1998, a lawsuit entitled Ken-Chas Reserve Company and BP
Exploration (Alaska) Inc. and The Standard Oil Company v. Chase Industries Inc.
and Chase Brass & Copper Company, Inc. was filed in the Court of Common Pleas in
Cuyahoga County, Ohio. The Company and BP entered into a Settlement Agreement
and Mutual Release dated February 22, 2001 (the "Settlement Agreement"),
pursuant to which the Company and BP resolved and settled the claims between
them that were the subject of the lawsuit. Pursuant to the Settlement Agreement,
(1) the Company paid to BP $2 million, (2) the $20 million promissory note
issued to Old Chase as part of the consideration for the CBCC Acquisition (the
"BP Note") was deemed paid in full, (3) the Company retained responsibility and
financial liability for completing in situ remediation at the two remaining
areas of CBCC's site where additional remediation activities currently are
contemplated to be required and (4) BP retained financial liability for (A)
excavation activities that may be required by regulatory agencies at these two
remaining sites and (B) additional remediation activities that may be required
by regulatory agencies at the remaining areas of CBCC's site, including areas


                                       10
<PAGE>   11

                              CHASE INDUSTRIES INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

where remediation activities previously have been conducted. BP also retained
and reaffirmed its obligations under the CBCC Purchase Agreement to indemnify
the Company and CBCC for any claim made against the Company or CBCC in respect
of any liability or obligation of BP which was not assumed by the Company or
CBCC as part of the CBCC Acquisition, including without limitation claims
related to off-site contamination and third party claims.

     At the time of the BP settlement, the Company had a $21.8 million
receivable from BP, a note payable of $20.0 million and accrued interest on the
BP Note aggregating $8.6 million. In February 2001, these amounts were settled
with a payment of $2.0 million to BP. As a result of the settlement and the
obligations retained by the Company, an additional environmental liability
totaling $4.8 million was accrued.

     In addition to the above, the Company has outstanding purchase commitments
for capital equipment and building construction totaling approximately $16.2
million at June 30, 2001.



                                       11
<PAGE>   12

                              CHASE INDUSTRIES INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                                   (UNAUDITED)

5.   DISCONTINUED OPERATIONS:

     In fourth quarter 2000, the Company decided to divest Leavitt. On March 15,
2001, the Company signed a definitive agreement to sell the assets and
operations of Leavitt to privately-held Pinkert Industrial Group, LLC,
headquartered in Chicago. The sale closed on March 30, 2001 with the Company
receiving $31.5 million, before estimated closing costs and fees of $1.7
million, subject to closing adjustments. In fourth quarter 2000, the Company
recorded an estimated loss on the sale of Leavitt of $36.0 million, including
income tax benefit of $11.3 million. The disposal of the assets and operations
of Leavitt represented the disposal of a business segment. Consequently, the
consolidated financial statements reflect Leavitt as a discontinued operation.

     The operating results of discontinued operations were as follows (in
thousands):


<TABLE>
<CAPTION>
                                         Three Months Ended         Six Months Ended
                                               June 30,                   June 30,
                                          2001        2000           2001           2000
                                          ----        ----           ----           ----
<S>                                       <C>       <C>            <C>            <C>
Net sales                                 $ --      $ 29,098       $ 23,251       $ 64,722
                                          ====      ========       ========       ========
Income (loss) before taxes                $ --      $   (691)      $    123       $   (910)
Provision for income (taxes) benefit        --           263            (44)           346
                                          ----      --------       --------       --------
Net income (loss)                         $ --      $   (428)      $     79       $   (564)
                                          ====      ========       ========       ========
</TABLE>


     A portion of the Company's interest expense has been allocated to
discontinued operations based on the debt outstanding on Leavitt's balance
sheet. Income taxes on results of the discontinued operations have been
allocated using the same overall rate incurred by the Company in each year
presented.


                                       12
<PAGE>   13


                             CHASE INDUSTRIES INC.

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

GENERAL

Sale of Leavitt Tube

     In fourth quarter 2000, the Company decided to divest Leavitt. On March 15,
2001, the Company signed a definitive agreement to sell the assets and
operations of Leavitt to privately-held Pinkert Industrial Group, LLC,
headquartered in Chicago. The sale closed on March 30, 2001 with the Company
receiving $31.5 million, before estimated closing costs and fees of $1.7
million, subject to closing adjustments. In fourth quarter 2000, the Company
recorded an estimated loss on the sale of Leavitt of $36.0 million, including
income tax benefit of $11.3 million. The disposal of the assets and operations
of Leavitt represented the disposal of a business segment. Consequently, the
consolidated financial statements reflect Leavitt as a discontinued operation.

Operations

     The Company has a brass products segment operated by CBCC and, prior to
March 30, 2001, had a steel products segment operated by Leavitt. The assets and
operations of Leavitt were disposed of on March 30, 2001, and are classified as
a discontinued operation for all periods presented. The Company is a leading
manufacturer of free-machining and forging brass rod.

     CBCC. CBCC is an ISO 9002 certified manufacturer and supplier of
free-machining and forging brass rod in the United States and Canada. CBCC's net
sales represent gross sales of brass rod less sales discounts. The gross sales
price of brass rod consists of a metal price charged to customers and a
fabrication price as separate components. Cost of goods sold includes freight
delivery costs, the cost of brass scrap, which is the principal raw material
used in the manufacturing process and the primary component of cost of goods
sold, as well as the costs of labor, energy and other materials and supplies
used in fabricating the brass scrap into finished rod. Therefore, CBCC's profit
levels depend primarily on the amount of finished rod shipped, fabrication
prices and the difference between the metal price charged to customers and
CBCC's cost of brass scrap.

     CBCC obtains approximately 75% of the brass scrap used in its operations
from its customers through purchase and tolling arrangements. The metal price
charged to customers (the "Metal Selling Price") was four cents per pound higher
than the price at which brass scrap is purchased from customers (the "Metal
Buying Price") from December 1994 until December 1997. In December 1997, the
difference was increased to five cents per pound, and in January 1999 the
difference was increased to seven cents per pound. The difference between the
Metal Selling Price and the Metal Buying Price was increased to eight cents per
pound in September 1999. CBCC also purchases approximately 25% of its brass
scrap from scrap dealers at prevailing free-market prices. Free-market prices of
brass scrap fluctuate based on the supply of and demand for brass scrap and the
prices for copper and zinc (the major components of brass), and generally are
less than the Metal Buying Price. Since 1990, free-market prices, as compared to
Metal Buying Prices, have been favorable to CBCC by historical standards and the
supply of brass scrap in the United States has increased in excess of


                                       13
<PAGE>   14

                             CHASE INDUSTRIES INC.

demand as a result of increased imports of brass rod. Although the increased
supply of brass scrap has resulted in continued favorable free-market scrap
prices through June 2001, there can be no assurance that such discounts will
continue. Decreasing imports of brass rod and increasing demand for brass scrap
could cause free-market brass scrap prices to increase, and increased pressure
from customers to purchase brass scrap directly from them at the Metal Buying
Price could reduce CBCC's ability to take advantage of free-market discounts.

     As noted above, CBCC's pricing structure consists of the Metal Selling
Price and the fabrication price as separate components. The Metal Selling Price
is determined at the time of shipment based on the then-current Metal Buying
Price and is not directly affected by fluctuations in free-market brass scrap
prices. As a result of this pricing structure, increases and decreases in the
Metal Selling Price will affect net sales levels and gross profit as a
percentage of sales, even in the absence of an increase or decrease in shipments
or the fabrication prices charged to customers, but will have little impact on
gross profit levels. However, the quantity of free-market brass scrap purchased
by CBCC and changes in the difference between the free-market prices paid for
brass scrap and the Metal Buying Price will affect gross profit, even in the
absence of an increase or a decrease in shipments or net sales levels.

     In addition to sales made under the pricing structure described above,
approximately 10% of pounds sold are made on a tolling basis, where the customer
consigns brass scrap to CBCC and is charged a fabrication price for processing
the brass scrap into finished rod. Tolling transactions affect net sales by the
Metal Selling Price that otherwise would be charged to the customer in a sale of
finished brass rod. To a lesser degree, tolling transactions also affect gross
profit to the extent CBCC is unable to take advantage of the pricing
differential on brass scrap purchased and sold. To partially offset the effect
of tolling transactions on gross profit, CBCC requires tolling customers to
deliver additional pounds of brass scrap in exchange for each pound of finished
rod shipped.


                                       14
<PAGE>   15

                             CHASE INDUSTRIES INC.

RESULTS OF OPERATIONS

Three Months Ended June 30, 2001, Compared with Three Months Ended June 30, 2000

     Net sales decreased $17 million, or 23%, to $56.8 million in second quarter
2001. Net sales decreased mainly as a result of a 16% decrease in the brass rod
shipments. Also contributing to this decrease was a 7% decline in the brass rod
Metal Selling Price. The softness from the fourth quarter 2000 and first quarter
2001 continued into second quarter 2001 as the brass rod industry is
experiencing "recession-like" conditions. Industry shipments were off 19% in
second quarter 2001 compared with second quarter 2000 which followed a decline
in industry shipments of 16% in first quarter 2001 compared with the prior year.
These declines were greater than the fourth quarter 2000 decline of 13%. Net
imports continued to abate with year-to-date May 2001, the most recent
available, down 50% compared with the prior year. Customers in the building and
construction, transportation, industrial machinery and equipment, and
electronics and distribution industries had much lower demand from the levels
experienced in second quarter 2000. Inventory corrections throughout the
supply-chain also adversely affected the demand for brass rod.

     Gross profit decreased $4.5 million, or 35.4%, to $8.2 million in second
quarter 2001 due to lower brass rod shipments and lower unit profit margins.
Fabrication prices decreased due to competitive pressures in the market. In
response to lower profitability, the Company implemented cost controls in first
quarter 2001 including eliminating overtime and discretionary spending. These
cost controls resulted in lower manufacturing costs in second quarter 2001
compared with the prior year despite increased costs for electricity and natural
gas, higher health-care expenses, and contractual labor rate increases.

     Selling, general and administrative ("SG&A") expenses decreased $0.3
million, or 16.7%, to $1.5 million for second quarter 2001. The decrease was due
to spending controls and cost reductions, which included reduced professional
and consulting expenses, lower management incentives and decreased franchise
taxes. Also, legal fees were lower in 2001 due to the settlement, in February
2001, of the litigation with BP.

     In second quarter 2001, tender offer expenses aggregating $0.9 million were
attributable to incremental consulting and legal expenses as a result of the
unsolicited tender offer.

     Depreciation expense of $1.7 million was flat with 2000.

     As a result of the above factors, operating income decreased $5.1 million,
or 56%, to $4 million in second quarter 2001.

     In second quarter 2001, other non-operating expenses of $0.4 million
consisted of the Company's write-off of its investment in MetalSpectrum LLC, a
consortium of major metals-related companies that provided business-to-business
internet services. MetalSpectrum ceased operations in June due to low demand for
its services and economic conditions.

     Net interest expense decreased by $0.7 million as a result of interest
income of $0.2 million in 2001 compared with net interest expenses of $0.5
million in 2000. The decline in interest expense


                                       15
<PAGE>   16
                             CHASE INDUSTRIES INC.

primarily resulted from the elimination of $20 million of debt in conjunction
with the settlement of the litigation with BP in February 2001. This settlement
and the sale of Leavitt in first quarter 2001 eliminated all borrowings.

     As a result of the above factors, income from continuing operations before
taxes decreased by $4.8 million, or 55.8%, to $3.8 million in second quarter
2001 from $8.6 million in second quarter 2000.

     Income tax expense decreased by $1.9 million, or 57.6%, to $1.4 million as
a result of the decrease of $4.8 million in income before taxes and a reduction
in the effective tax rate from 38% in 2000 to 35.5% in 2001. The effective rate
was lower in 2001 due to the state tax consequences resulting from the sale of
Leavitt and other state tax planning initiatives including tax incentives
related to CBCC's Project 400 capital investment.

     As a result of the above factors, income from continuing operations
decreased by $2.9 million, or 53.7%, to $2.5 million in second quarter 2001 from
$5.4 million in second quarter 2000.

     Net income for second quarter 2001 was $2.5 million, or $0.16 per diluted
share, compared with net income for second quarter 2000 of $4.9 million, or
$0.32 per diluted share. Excluding the impact of expenses related to the
unsolicited tender offer and to the write-off of the Company's investment in
MetalSpectrum LLC, earnings per share for second quarter 2001 was $0.22 per
diluted share, compared with $0.32 per diluted share in second quarter 2000.

Six Months Ended June 30, 2001, Compared with Six Months Ended June 30, 2000

     Net sales decreased $32.4 million, or 20.8%, to $123.1 million in 2001. Net
sales decreased mainly as a result of a 15% decrease in the brass rod shipments
and a 5% decrease in the brass rod Metal Selling Price.

     Gross profit for the six months ended June 30, 2001, decreased $9.4 million
from 2000, or 36.2%, to $16.6 million. Lower brass rod shipments and lower unit
profit margins adversely affected gross profit.

     SG&A expenses decreased $1 million, or 25.6%, to $2.9 million for the six
months ended June 30, 2001. The decrease was due to spending controls and cost
reductions, which included reduced professional and consulting expenses, lower
management incentives and decreased franchise taxes. Additionally, legal fees
were lower in 2001 due to the settlement, in February 2001, of the litigation
with BP.

     For the six months ended June 30, 2001, tender offer expenses aggregating
$3.5 million were attributable to incremental consulting and legal expenses as a
result of the unsolicited tender offer which expired on January 31, 2001.

     Depreciation increased $0.1 million, or 3.0%, primarily due to depreciation
on the new brass foundry capitalized in 2000.


                                       16
<PAGE>   17

                             CHASE INDUSTRIES INC.


     As a result of the above factors, operating income for the six months ended
June 30, 2001, decreased $12.1 million, or 64.4%, to $6.7 million in 2001.

     Net interest expense for the six months ended June 30, 2001, decreased by
$0.8 million. The decline in interest expense primarily resulted from the
elimination of $20 million of debt in conjunction with the settlement of the
litigation with BP and the sale of Leavitt in first quarter 2001.

     Income tax expense for the six months ended June 30, 2001, decreased $4.5
million, or 66.2%, to $2.3 million as a result of the decrease of $11.7 million,
or 65%, in income before income taxes and a reduction in the effective tax rate
from 38% to 35.5% in 2001. The effective tax rate was lower in 2001 due to the
state tax consequences resulting from the sale of Leavitt and other state tax
planning initiatives including tax incentives related to CBCC's Project 400
capital investment.

     As a result of the above factors, income from continuing operations
decreased by $7.1 million, or 63.4%, to $4.1 million in 2001 from $11.2 million
in 2000. Excluding the impact of 2001 expenses related to the Company's response
to an unsolicited tender offer and to the write-off of the Company's investment
in MetalSpectrum, income from continuing operations was $6.6 million, a decrease
of $4.6 million, or 41.1%, from first half 2000.

     Income from discontinued operations, net of taxes, increased to $0.1
million for the six months ended June 30, 2001 from a loss of $0.6 million for
the six months ended June 30, 2000. The sale of Leavitt closed on March 30,
2001.

     As a result of the above factors, net income decreased $6.4 million, or
60.4%, to $4.2 million in 2001 from $10.6 million in 2000. Diluted earnings per
share decreased to $0.27 from $0.69 in 2000.


LIQUIDITY AND CAPITAL RESOURCES

General

     At June 30, 2001, the Company had no debt, a $20 million decrease from
December 31, 2000. Cash and cash equivalents totaled $20.2 million, increasing
from $4 million at year end 2000.

     The Company currently is meeting its operational and liquidity needs with
cash on hand, internally generated funds and amounts available under the
revolving credit facility.

Working Capital

     At June 30, 2001 working capital was $52.3 million, a $34.3 million
increase from $18 million at December 31, 2000. Working capital at December 31,
2000, included a $21.6 million receivable from BP and the BP Note payable of $20
million and interest accrued on the BP Note aggregating $8.3 million. These
amounts were settled in February 2001 with a CBCC payment of $2 million to BP.
See further discussion of the BP settlement at Note 4 of Notes to Consolidated
Financial Statements. Working capital at June 30, 2001, was $52.3 million, a
$27.5 million, or


                                       17
<PAGE>   18

110.9%, increase from $24.8 million at December 31, 2000, excluding the BP
related amounts. Increases in cash and cash equivalents of $16.2 million,
accounts receivable of $0.7 million, and deferred income taxes of $3.5 million
and a decrease in accounts payable and accrued liabilities of $13.8 million were
partially offset by a decrease in inventory of $6.6 million.

     The decrease in inventory was due to management's efforts to reduce
finished goods and to match inventory levels with current reduced shipment
rates. The decrease in accounts payable primarily was due to the timing of metal
purchases and reduced metal purchases resulting from lower production
requirements. The increase in the deferred income tax asset was due to the
income tax benefit recorded on the estimated loss on the sale of Leavitt.

     The Company's current ratio was 3.25 at June 30, 2001, compared to 1.28 at
December 31, 2000.

Cash Flow Provided by Operating Activities

     For the six months ended June 30, 2001, net cash provided by operating
activities was $0.6 million, which included a decrease in assets and
liabilities, excluding cash, debt and deferred taxes of $5.7 million and the
settlement of the litigation with BP for $2 million partially offset by net
income from continuing operations of $4.1 million, depreciation of $3.4 million,
and deferred tax expense of $2.3 million. The change in working capital in first
half 2001 was explained above in "Working Capital." Cash provided by continuing
operations of $2.2 million was partially offset by cash used in discontinued
operations of $1.5 million.

     For the six months ended June 30, 2000, net cash provided by operating
activities was $4.8 million, which included a decrease in assets and
liabilities, excluding cash, debt and deferred taxes of $10.8 million partially
offset by net income from continuing operations of $11.2 million and
depreciation of $3.3 million, and deferred tax expense of $3 million. Cash
provided by continuing operations of $6.6 million was partially offset by cash
used in discontinued operations of $1.8 million.

Cash Flow Provided by (Used in) Investing Activities

     In first half 2001, the proceeds from the sale of Leavitt provided cash
flow from investing activities of $31.5 million, before estimated closing costs
and fees of $1.7 million. Capital expenditures were $14.4 million for the six
months ended June 30, 2001, and $7.5 million for the six months ended June 30,
2000. Capital expenditures in 2001 primarily related to equipment and
construction costs for a second extrusion press and additional finishing lines
discussed below. Capital expenditures for the six months ended June 30, 2000,
primarily related to final installation and equipment costs for the new foundry
discussed below.

Cash Flow Provided by (Used in) Financing Activities

     Cash provided by financing activities of $96,000 for the six months ended
June 30, 2001, resulted from stock option exercises. Cash used in financing
activities of $4.7 million for the six months ended June 30, 2000, consisted
primarily of the repayment of the Term Loan ($7 million)


                                       18
<PAGE>   19

                             CHASE INDUSTRIES INC.


and borrowings under the revolving credit facility. The Term Loan was paid off
in June 2000, three years ahead of schedule.

Capital Resources

     In 1996, CBCC launched a capital project referred to as "Project 400." The
project is designed to increase foundry, extrusion and finishing capabilities
with an ultimate goal of increasing finished brass rod production capability by
one-third to approximately 400 million pounds annually. The first phase of the
project was completed in early 1998 with the installation of three new billet
heaters that increased finished brass rod capacity by about 17 percent. The new
billet heaters have increased productivity and improved quality. The total cost
of the first phase of the project was approximately $12 million and was financed
through a six-year operating lease.

     In second quarter 1998, the Company announced Phase II of Project 400,
which was a $30 million multi-year investment to construct an additional brass
foundry enabling CBCC to increase casting capacity and to provide customers with
multiple alloys. The new brass foundry began producing billets on a trial basis
in February 2000 and is now producing billets at expected production rates. The
new foundry has reduced metal costs and increased production capacity. The new
foundry produced approximately 18% of CBCC's billet requirements in 2000.

     In fourth quarter 1999, the Company announced Phase III of Project 400,
which was a $50 million multi-year investment to purchase a second extrusion
press and additional finishing equipment. When Phase III comes on line, which is
expected to occur in 2002, CBCC's production capacity will increase by about
one-third to more than 400 million pounds annually. The majority of the building
construction and equipment foundations necessary to accommodate the finishing
lines and extrusion press have been completed. The Company anticipates that
capital projects will be paid for with cash flows provided by operating
activities, cash on hand, and the revolving credit facility, as necessary.

Bank Credit Facility

     As of June 30, 2001, there were no amounts outstanding under the Company's
$50 million revolving credit facility. Total availability under the revolving
credit facility was $46.3 million as of June 30, 2001.

CONTINGENCIES - ENVIRONMENTAL MATTERS

     As discussed in "Note 4 of Notes to Consolidated Financial Statements
included in Part I, Item 1, CBCC is subject to certain contingent liabilities
relating to environmental conditions at its manufacturing facility. CBCC is in
the process of developing a remediation plan for in situ remediation at two
areas of its site contaminated with certain VOCs. Based on preliminary cost
estimates provided by CBCC's independent environmental consultant, and subject
to the development by the consultant of a remediation plan for these areas of
the site and the receipt of bids for the remediation activities required under
such plan, the Company estimates that the costs for this project will be
approximately $3 million, based upon capital and operating costs for a period of
five years. A reserve for this amount previously has been established.


                                       19
<PAGE>   20

                             CHASE INDUSTRIES INC.


However, subject to pilot testing and operating experience, costs may increase
if a longer operating period is necessary.

     In first quarter 2001, the Company settled certain matters with BP which
are discussed in Note 4 of Notes to Consolidated Financial Statements included
in Part I, Item 1. In conjunction with the BP settlement, the Company recorded a
$4.8 million environmental reserve. The Company had remediation spending of $0.5
million in first half 2001. The environmental reserve totaled $8.3 million at
June 30, 2001.

     Based on currently available data, the Company believes that, upon
completion of the remediation activities described above, CBCC will have
substantially completed the remediation activities at its site that are
necessary to address contamination of which CBCC currently is aware. However,
until completion of these remedial and associated investigatory activities and
receipt of approval from the Ohio EPA of CBCC's activities to remediate this
contamination, as well as remediation activities previously conducted, the
Company cannot be certain that further remediation activities will not be
required at CBCC's site. To the extent regulatory agencies require additional
remediation at those areas of CBCC's site where CBCC previously has undertaken
remediation activities, or requires excavation of soil at the two areas for
which CBCC currently is developing a remediation plan for in situ remediation,
as a part of the settlement of the litigation with BP in first quarter 2001, BP
has retained financial responsibility for such remediation activities.

     The Company expects to fund cleanup costs related to the remaining
remediation activities at its manufacturing facility with cash on hand and
borrowings under its existing Bank Credit Facility. Therefore, the Company does
not believe that funding these remediation activities will have a material
adverse effect on the Company's financial condition, results of operations or
liquidity.

     The statements set forth herein regarding anticipated expenditures for
environmental matters are forward looking, are based on sampling results
currently available to the Company, remediation plans in the process of being
developed by independent consultants of CBCC (which plans are subject to
assumptions regarding applicable cleanup standards and methodologies) and
preliminary cost estimates for completion of the remediation activities. Actual
costs required to be expended by the Company with respect to such matters may
differ materially from current expectations depending on the final resolution of
known uncertainties, including finalization of remediation plans for the two
remaining areas of CBCC's site as discussed above, completion of proposed
remediation activities, acceptance by applicable governmental agencies of
cleanup standards relied upon in developing remediation plans and conducting
remediation activities, discovery of additional contaminants during remediation,
and any change in CBCC's proposed use of its property which affects any
applicable cleanup standard.


                                       20
<PAGE>   21

                             CHASE INDUSTRIES INC.


FORWARD-LOOKING STATEMENTS

     This document contains forward-looking statements regarding the operations
of the Company and the industries in which it operates. These statements are
identified by the use of words such as "believe," "expects," "anticipates,"
"will," "should" and other words referring to events to occur in the future.
Management uses estimates and assumptions in forming the basis for such
forward-looking statements. Such estimates and assumptions, including forecasts
regarding demand and pricing for the Company's products, are subject to risks
and uncertainties which could cause actual results to differ materially from
historical results or those anticipated, as described in forward-looking
statements. Actual results will be affected by general economic and industry
conditions in the end-use markets for the Company's products as well as the
impact of competitive products and pricing, including without limitation the
impact of imports. Foreign economic activity and the relationship of the U. S.
dollar to other currencies also affect import levels and exports of U.S.
manufactured products containing parts made from brass rod. The Company's
shipments also will be affected by its ability to maintain manufacturing
operations at its current levels without significant interruption and
successfully implement its capacity expansion program.


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISKS

     The Company has no financial instruments or agreements that require
disclosure pursuant to this item.


                                       21
<PAGE>   22

                             CHASE INDUSTRIES INC.


                           PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

     The Company is involved in certain claims and litigation as described in
Note 4 of Notes to Consolidated Financial Statements included in Part I, Item 1,
of this report, in Part I, Item 3. Legal Proceedings contained in the Company's
Annual Report on Form 10-K for the year ended December 31, 2000, and in Part II,
Item 1. Legal Proceedings contained in the Company's Quarterly Report on Form
10-Q for the quarter ended March 31, 2001.





                                       22
<PAGE>   23


                             CHASE INDUSTRIES INC.


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

     The Annual Meeting of Stockholders of the Company was held on May 2, 2001,
for the purpose of electing a board of directors, ratifying the appointment of
independent accountants and transacting such other business as properly came
before the meeting. Proxies for the meeting were solicited pursuant to
Regulation 14A of the Securities Exchange Act of 1934 and there was no
solicitation in opposition to management's solicitations.

     The only matters acted upon at the meeting were the election of directors
and the ratification of the Company's independent accountants. All nominees for
directors as listed in the Proxy Statement dated April 6, 2001, were elected
with the following vote:

<TABLE>
<CAPTION>
                               Shares Voted "For"     Shares "Withheld"      Broker Non-Votes
                               ------------------     -----------------      ----------------
<S>                            <C>                    <C>                    <C>
Martin V. Alonzo                    6,850,444               78,362                  -0-
Raymond E. Cartledge                6,919,689                9,117                  -0-
Charles E. Corpening                6,917,789               11,017                  -0-
John R. Kennedy                     6,919,689                9,117                  -0-
Robert D. Kennedy                   6,919,689                9,117                  -0-
Thomas F. McWilliams                6,918,414               10,392                  -0-
William R. Toller                   6,919,689                9,117                  -0-
</TABLE>

     The appointment of PricewaterhouseCoopers LLP as independent accountants
was ratified by the following vote:

<TABLE>
<S>                       <C>                         <C>                    <C>
  Share Voted "For"       Shares Voted "Against"      Shares Abstaining      Broker Non-Votes
  -----------------       ----------------------      -----------------      ----------------
      6,909,305                   19,201                     300                    -0-
</TABLE>


ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K

     (a)  EXHIBITS

          3.1  -  Restated Certificate of Incorporation of the Company
                  (incorporated by reference to Exhibit 3.1 to the Company's
                  Quarterly Report on Form 10-Q for the quarter ended June 30,
                  1998), as amended by the Certificate of First Amendment to
                  the Company's Restated Certificate of Incorporation
                  (incorporated by reference to Exhibit 3.2 to the Company's
                  Current Report on Form 8-K dated May 14, 1997) and
                  Certificate of Second Amendment to the Company's Restated
                  Certificate of Incorporation, (incorporated by reference to
                  Exhibit 3.2 to the Company's Current Report on Form 8-K
                  dated May 26, 1998).



                                       23
<PAGE>   24

                             CHASE INDUSTRIES INC.


          3.2  -  Certificate of Designation of Series A Junior Participating
                  Preferred Stock (incorporated herein by reference to Exhibit
                  4.2 to the Company's Form 8-A dated January 5, 2001, filed
                  with the Securities and Exchange Commission on January 5,
                  2001).

          3.3  -  By-Laws of the Company (incorporated by reference to Exhibit
                  3.2 to the Company's Registration Statement on Form S-1 as
                  filed with the Securities and Exchange Commission on
                  November 3, 1994, Registration No. 33-83178).

          4.1  -  Specimen Common Stock Certificate (incorporated by reference
                  to Exhibit 4.1 to the Company's Registration Statement on
                  Form S-1 as filed with the Securities and Exchange
                  Commission on November 3, 1994, Registration No. 33-83178).

          4.2  -  Exchange Agreement dated November 4, 1994, between the
                  Company and Citicorp Venture Capital Ltd.  ("CVC")
                  (incorporated by reference to Exhibit 4.4 to the Company's
                  Registration Statement on Form S-8 dated December 9, 1994,
                  Registration No. 33-87278).

          4.3  -  Rights Agreement, dated as of December 28, 2000, between the
                  Company and Mellon Investor Services LLC (incorporated by
                  reference to Exhibit 99.1 to the Company's Current Report on
                  Form 8-K dated January 4, 2001, filed with the Securities
                  and Exchange Commission on January 4, 2001).










     (b)  REPORTS ON FORM 8-K

          During the quarter ended June 30, 2001, the Company filed a Current
          Report on Form 8-K dated April 16, 2001, as amended by Form 8-K/A
          dated June 14, 2001, to report under Item 2, "Acquisition or
          Disposition of Assets," the sale of the assets and operations of
          Leavitt and under Item 7, "Financial Statements and Exhibits," the
          Company's financial statements that reflect Leavitt as a discontinued
          operation.



                                       24
<PAGE>   25

                             CHASE INDUSTRIES INC.


                               S I G N A T U R E

     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 hereto duly authorized.


                                          CHASE INDUSTRIES INC.


Date:  August 13, 2001                    By:   /S/ MICHAEL T. SEGRAVES
                                                Michael T. Segraves
                                                Vice President
                                                Chief Financial Officer
                                                (duly authorized officer and
                                                Principal Financial Officer)







                                       25
<PAGE>   26
                             CHASE INDUSTRIES, INC.

                                INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit                                                                     Sequentially
   No.                     Description of Exhibits                          Numbered Page
-------                    -----------------------                          -------------
<S>     <C>                                                                 <C>
  3.1   -   Restated Certificate of Incorporation of the Company
            (incorporated by reference to Exhibit 3.1 to the Company's
            Quarterly Report on Form 10-Q for the quarter ended June 30,
            1998), as amended by the Certificate of First Amendment to
            the Company's Restated Certificate of Incorporation
            (incorporated by reference to Exhibit 3.2 to the Company's
            Current Report on Form 8-K dated May 14, 1997) and
            Certificate of Second Amendment to the Company's Restated
            Certificate of Incorporation, (incorporated by reference to
            Exhibit 3.2 to the Company's Current Report on Form 8-K
            dated May 26, 1998).

  3.2   -   Certificate of Designation of Series A Junior Participating
            Preferred Stock (incorporated herein by reference to Exhibit
            4.2 to the Company's Form 8-A dated January 5, 2001, filed
            with the Securities and Exchange Commission on January 5,
            2001).

  3.3   -   By-Laws of the Company (incorporated by reference to Exhibit
            3.2 to the Company's Registration Statement on Form S-1 as
            filed with the Securities and Exchange Commission on
            November 3, 1994, Registration No. 33-83178).

  4.1   -   Specimen Common Stock Certificate (incorporated by reference
            to Exhibit 4.1 to the Company's Registration Statement on
            Form S-1 as filed with the Securities and Exchange
            Commission on November 3, 1994, Registration No. 33-83178).

  4.2   -   Exchange Agreement dated November 4, 1994, between the
            Company and Citicorp Venture Capital Ltd.  ("CVC")
            (incorporated by reference to Exhibit 4.4 to the Company's
            Registration Statement on Form S-8 dated December 9, 1994,
            Registration No. 33-87278).

  4.3   -   Rights Agreement, dated as of December 28, 2000, between the
            Company and Mellon Investor Services LLC (incorporated by
            reference to Exhibit 99.1 to the Company's Current Report on
            Form 8-K dated January 4, 2001, filed with the Securities
            and Exchange Commission on January 4, 2001).

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