SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

(Mark One)

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

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 1999

                                       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 1-11415

                        AMERICAN STANDARD COMPANIES INC.

             (Exact name of Registrant as specified in its charter)

       Delaware                                                 13-3465896
(State or other jurisdiction of                             (I.R.S. Employer
incorporation or organization)                             Identification No.)

One Centennial Avenue, P.O. Box 6820, Piscataway, NJ           08855-6820
(Address of principal executive offices)                        (Zip Code)

Registrant's telephone number, including area code           (732) 980-6000

           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.

                                                                   X Yes No

           Indicate  the number of shares  outstanding  of each of the  issuer's
classes of common stock, as of the latest practicable date.

           Common stock, $.01 par value, outstanding at

           October 31, 1999                                         70,733,480
                                                                      (shares)



<PAGE>


                          PART 1. FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS

     American  Standard  Companies Inc. is a Delaware  corporation  organized in
March 1988, and has as its only investment all the  outstanding  common stock of
American  Standard  Inc.  Hereinafter,  "the  Company"  will  refer to  American
Standard  Companies Inc. or to its  subsidiary,  American  Standard Inc., as the
context requires.
<TABLE>

                        AMERICAN STANDARD COMPANIES INC.
                    UNAUDITED SUMMARY STATEMENT OF OPERATIONS
                 (Dollars in millions except per share amounts)
<CAPTION>

                                                       THREE MONTHS ENDED     NINE MONTHS ENDED
                                                          SEPTEMBER 30,          SEPTEMBER 30,
                                                       1999        1998       1999        1998
                                                     ------      ------     ------      ------
<S>                                                 <C>         <C>        <C>         <C>

SALES                                                $1,899      $1,728     $5,509      $5,016
                                                     ------      ------     ------      ------

COST AND EXPENSES

  Cost of sales                                       1,418       1,298      4,093       3,737
  Selling and administrative expenses                   309         282        921         829
  Restructuring charge                                    -          35          -          35
  Other expense (income)                                  2          (1)        (3)          7
  INTEREST EXPENSE                                       47          43        141         145
                                                     ------      ------     ------      ------
                                                      1,776       1,657      5,152       4,753
INCOME BEFORE INCOME TAXES
    AND EXTRAORDINARY ITEM                              123          71        357         263
INCOME TAXES                                             51          35        148         113
                                                     ------      ------     ------      ------

INCOME BEFORE
    EXTRAORDINARY ITEM                                   72          36        209         150
Extraordinary loss on retirement of debt,
    NET OF TAX                                            -           -          -          50
                                                     ------      ------     ------      ------
NET INCOME                                           $   72      $   36     $  209      $  100
                                                     ======      ======     ======      ======

PER COMMON SHARE

Basic: Income before extraordinary item              $ 1.02       $ .50      $2.96      $ 2.08
        EXTRAORDINARY LOSS                                -           -          -        (.69)
                                                     ------      ------     ------      ------
NET INCOME                                           $ 1.02       $ .50      $2.96      $ 1.39
                                                     ======      ======     ======      ======

Diluted: Income before extraordinary item            $  .98       $ .49      $2.86      $ 2.02
         EXTRAORDINARY LOSS                               -           -          -        (.67)
                                                     ------      ------     ------      ------
         NET INCOME                                  $  .98       $ .49      $2.86      $ 1.35
                                                     ======      ======     ======      ======

Average number of outstanding common shares

    Basic                                         70,671,462 72,149,932  70,553,622  72,239,858
    Diluted                                       73,169,250 74,207,253  73,095,981  74,442,546
<FN>

                             See accompanying notes
</FN>

</TABLE>


<PAGE>


ITEM 1.  FINANCIAL STATEMENTS (CONTINUED)
<TABLE>

                        AMERICAN STANDARD COMPANIES INC.
                         UNAUDITED SUMMARY BALANCE SHEET
                              (DOLLARS IN MILLIONS
                               EXCEPT SHARE DATA)

<CAPTION>
                                                     SEPTEMBER 30,  DECEMBER 31,
                                                            1999          1998
                                                     ------------   ------------
<S>                                                 <C>            <C>
         CURRENT ASSETS
         Cash and cash equivalents                        $   45          $ 65
         Accounts receivable                               1,166           939
         Inventories
           Finished products                                 307           269
           Products in process                               109            97
           RAW MATERIALS                                     118            92
                                                          ------        ------
                                                             534           458
         OTHER CURRENT ASSETS                                135           129
                                                          ------        ------
         TOTAL CURRENT ASSETS                              1,880         1,591

         FACILITIES, less accumulated depreciation:
           Sept. 1999 - $620; Dec. 1998 - $611             1,354         1,241
         GOODWILL                                          1,037           833
         OTHER ASSETS                                        544           491
                                                          ------        ------
         TOTAL ASSETS                                     $4,815        $4,156
                                                          ======        ======

         CURRENT LIABILITIES
         Loans payable to banks                            $ 780         $ 732
         Current maturities of long-term debt                 31           169
         Accounts payable                                    532           544
         Accrued payrolls                                    250           204
         OTHER ACCRUED LIABILITIES                           750           702
                                                          ------        ------
         TOTAL CURRENT LIABILITIES                         2,343         2,351

         LONG-TERM DEBT                                    1,944         1,528
         RESERVE FOR POSTRETIREMENT BENEFITS                 474           478
         OTHER LIABILITIES                                   501           500
                                                          ------        ------
         TOTAL LIABILITIES                                 5,262         4,857

         STOCKHOLDERS' DEFICIT

         Preferred stock, 2,000,000 shares authorized,
           none issued and outstanding                        -            -
         Common stock $.01 par value, 200,000,000
           shares authorized, 70,676,931
           shares issued and outstanding
           in 1999; 69,924,615  in 1998                        1             1
         Capital surplus and other                           594           594
         Treasury stock                                     (365)         (380)
         Accumulated deficit                                (483)         (692)
         FOREIGN CURRENCY TRANSLATION EFFECTS               (194)         (224)
                                                          ------        ------

         TOTAL STOCKHOLDERS' DEFICIT                        (447)         (701)
                                                          ------        ------
                                                          $4,815        $4,156
                                                          ======        ======
<FN>
                             See accompanying notes
</FN>
</TABLE>


<PAGE>


Item1.  Financial Statements (continued)
<TABLE>

                        AMERICAN STANDARD COMPANIES INC.
                    UNAUDITED SUMMARY STATEMENT OF CASH FLOWS
                              (Dollars in millions)

<CAPTION>
                                                              NINE MONTHS ENDED
                                                                 SEPTEMBER 30,
                                                               1999      1998
                                                               ----      ----
<S>                                                          <C>        <C>
CASH PROVIDED (USED) BY:
  OPERATING ACTIVITIES:
    Income before extraordinary item                         $ 209      $150
    Depreciation                                               113        98
    Amortization of goodwill and other intangibles              45        40
    Non-cash restructuring charges                               -        35
    Non-cash interest                                            5        30
    Non-cash stock compensation                                  -         4
    Changes in assets and liabilities:
      Accounts receivable                                     (196)     (177)
      Inventories                                              (38)      (64)
      Accounts payable and other accruals                       66       140
      OTHER ASSETS AND LIABILITIES                              28        (8)
                                                              ----      ----
  NET CASH PROVIDED BY OPERATING ACTIVITIES                    232       248
                                                              ----      ----
  INVESTING ACTIVITIES:

    Purchases of property, plant and equipment                (140)     (156)
    Investments in affiliated companies
        and other businesses                                   (40)      (16)
    Investments in computer software                           (58)      (14)
    Acquisition of Armitage/Dolomite,
        net of cash acquired                                  (430)        -
    OTHER                                                       (1)       (3)
                                                              ----      ----
  NET CASH USED BY INVESTING ACTIVITIES                       (669)     (189)
                                                              ----      -----

  FINANCING ACTIVITIES:

    Repurchases of treasury stock                               (4)      (42)
    Proceeds from issuance of long-term debt                   483     1,011
    Repayments of long-term debt, including
      redemption premiums                                     (173)     (971)
    Net change in revolving credit facility                     92       (10)
    Net change in other short-term debt                         13         8
    OTHER                                                        6       (27)
                                                              ----      ----
  NET CASH PROVIDED (USED) BY FINANCING ACTIVITIES             417       (31)
                                                              ----      ----

Effect of exchange rate changes on cash and

  CASH EQUIVALENTS                                               -         -
                                                              ----      ----
Net increase (decrease) in cash and cash equivalents           (20)       28
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD                65        29
                                                              ----      ----
CASH AND CASH EQUIVALENTS AT END OF PERIOD                    $ 45      $ 57
                                                              ====      ====
<FN>

                             See accompanying notes
</FN>
</TABLE>


<PAGE>

                        AMERICAN STANDARD COMPANIES INC.
                          NOTES TO FINANCIAL STATEMENTS

NOTE 1.  BASIS OF FINANCIAL STATEMENT PRESENTATION

The accompanying  condensed consolidated financial statements have been prepared
in  accordance  with  generally  accepted  accounting   principles  for  interim
financial  information and with the instructions for Form 10-Q and Article 10 of
Regulation  S-X.  Accordingly,  they do not include all of the  information  and
footnotes  required by generally  accepted  accounting  principles  for complete
financial statements. In the opinion of management,  all adjustments (consisting
of normal recurring adjustments) considered necessary for a fair presentation of
financial data have been included. The results of operations for interim periods
are not  necessarily  indicative  of the results  that may be  expected  for the
entire year. The condensed  consolidated  financial statements should be read in
conjunction with the consolidated  financial  statements and accompanying  notes
included in the Company's Annual Report on Form 10-K for the year ended December
31, 1998.

Certain  amounts in the 1998  financial  statements  have been  reclassified  to
conform to the 1999 presentation.

NOTE 2.  RESTRUCTURING AND ASSET IMPAIRMENT CHARGES

In 1998, the Company committed to restructuring  plans designed to achieve lower
product  costs and improved  efficiency.  Key elements of the plans  include the
transfer of  significant  manufacturing  capacity to locations  with lower labor
costs and the sale of certain  assets.  In  connection  therewith,  the  Company
determined that certain  long-lived  assets were impaired.  Accordingly,  in the
second half of 1998 the Company  recorded  charges  totaling  $200 million ($186
million net of tax benefits),  including $185 million for Plumbing Products,  $7
million for Air Conditioning Products, $5 million for Automotive Products and $3
million for Medical Systems.

The Plumbing Products charge of $185 million reflects the closure of five plants
in Europe and two in North  America.  The charge  includes a loss on the sale of
the French  distribution  operations,  costs related to a workforce reduction of
approximately 1,600 people and, applying the criteria of FAS 121, write-downs of
impaired fixed assets and related goodwill.

The Air  Conditioning  Products charge of $7 million involves the closure of one
plant in Australia, one plant in Europe and a workforce reduction of 115 people.
The  Automotive  Products  charge of $5 million  primarily  reflects a workforce
reduction of 75 people in Europe related to outsourcing  certain  machining work
to  lower-cost  vendors and the closure of three small plants.  A  restructuring
charge of $3 million was also  recorded for Medical  Systems,  relating to asset
write-offs and severance payments.


<PAGE>

<TABLE>

Following is a summary of the restructuring and asset impairment charges accrued
and activity through September 30, 1999 (dollars in
millions):
<CAPTION>



                                                                     Balance   Paid first      Balance
                                 Initial      Non-cash   Paid in    Dec. 31,    nine months   Sept. 30,
                                   CHARGE    WRITE-OFF     1998       1998        OF 1999         1999
                                   ------    ---------    ------     ------      ----------     ------
<S>                              <C>        <C>          <C>        <C>         <C>             <C>
   Termination payments
      to employees                  $49.8        $ -       $10.4       $39.4          $28.0       $11.4
   Other employee costs              33.6          -         4.3        29.3            7.0        22.3
   Facilities write-downs (a)        88.3         72.4       -          15.9            3.5        12.4
   Loss on sale of French
      distribution business (b)      19.1         14.9       3.6          .6             .6           -
   OTHER                              9.5          1.4        .2         7.9            2.4         5.5
                                   ------        -----     -----       -----          -----       -----
                                   $200.3        $88.7     $18.5       $93.1          $41.5       $51.6
                                   ======        =====     =====       =====          =====       =====
<FN>

   (A)INCLUDES GOODWILL  WRITE-DOWN OF $31.3 MILLION RELATED TO THE FACILITIES
      WRITE-DOWN FOR THE FRENCH PLUMBING MANUFACTURING OPERATIONS.

   (B) INCLUDES GOODWILL WRITE-OFF OF $12.3 MILLION.
</FN>
</TABLE>

The initial charge of $200.3 million was comprised of non-cash asset  write-offs
of $88.7  million and accrued  charges of $111.6  million.  Of the $51.6 million
unpaid balance of accrued  charges as of September 30, 1999, the Company expects
that most will be utilized by the end of 1999 and the remainder in 2000.

The accrued  termination  payments to employees include only severance  payments
after termination.  Other employee-related costs include negotiated supplemental
payments  to pension  funds and other  payments to union  organizations  for the
benefit  of  terminated  employees.  Of the 1,800  employees  being  terminated,
approximately   1,500  are  hourly   factory   workers  and  300  are   salaried
administrative   personnel.  As  of  September  30,  1999,  approximately  1,250
employees had been terminated.

The facilities being closed and written down include eight owned and four leased
manufacturing plants, and the related manufacturing  equipment. The owned plants
are being held for disposal and, accordingly,  were written down to the lower of
carrying amount or fair value,  less costs to sell. Two of those facilities will
be demolished and the land held for sale.  Leases on the four rented  facilities
will be terminated upon payment of obligations specified or negotiated under the
lease  contracts.  Manufacturing  equipment  being  scrapped was written off and
equipment  being sold has been written  down to the lower of carrying  amount or
fair value,  less costs to sell. The net carrying  value of land,  buildings and
equipment held for sale as of September 30, 1999 was $12 million. The closure of
certain  facilities  necessitates the  investigation of potential  environmental
contamination or the legal or regulatory  requirement to remediate the facility.
In addition,  the sale of one facility  contractually  obligates  the Company to
demolish and remediate the site.

Approximately  one-half of other restructuring  costs are leasehold  termination
costs, with the remainder  consisting of cash grants forfeited upon closure of a
facility in Italy and other miscellaneous costs.

NOTE 3.  ACQUISITION

On February 2, 1999, the Company acquired the Bathrooms  Division of Blue Circle
Industries PLC, a manufacturer of ceramic sanitaryware, brassware and integrated
plumbing systems,  for approximately  $430 million,  including fees and expenses
and net of cash  acquired,  with  borrowings  under the  Company's  1997  Credit

<PAGE>

Agreement. The acquired business consists of two principle businesses,  Armitage
Shanks,  a United  Kingdom  manufacturer,  and  Ceramica  Dolomite,  an  Italian
manufacturer  ("Armitage/Dolomite")  and had 1998  sales of  approximately  $290
million  and assets at December  31, 1998 of  approximately  $250  million.  The
Company  expects  to  complete  its plans to  integrate  Armitage/Dolomite  into
existing  European  operations by the end of 1999.  This process could result in
additional expenses or increase the amount of goodwill.

This  acquisition  is being  accounted for as a purchase.  The Company is in the
process of valuing the assets acquired and  liabilities  assumed for purposes of
allocating the purchase price.  Although the evaluation  process is not expected
to be completed  until the end of 1999,  the Company's  estimate  indicates that
goodwill of approximately $250 million will be recorded.

NOTE 4.  PUBLIC OFFERING OF DEBT

On May 28, 1999,  American Standard Inc. completed the sale of the equivalent of
$460 million of Senior Notes,  with an average interest rate of 7.7%,  issued in
three series:  250 million Euro Senior Notes due 2006;  100 million U.S.  Dollar
Senior  Notes due 2009 and 60  million  Sterling  Senior  Notes  due  2009.  Net
proceeds of $452 million from the offering were applied to refinance  borrowings
incurred to pay $150 million of 10-7/8% Senior Notes at maturity on May 15, 1999
and to refinance a  substantial  portion of the  purchase  price of the February
1999 Armitage/Dolomite acquisition. The May 28, 1999 sale of Senior Notes, which
are not  subject  to  redemption,  was  made  pursuant  to a shelf  registration
statement jointly filed by American Standard Companies Inc. and its wholly-owned
subsidiary  American Standard Inc. covering $1 billion of senior debt (the "1998
Shelf Registration"). Debt securities sold under the 1998 Shelf Registration are
issued by American  Standard  Inc. and  unconditionally  guaranteed  by American
Standard Companies Inc.

NOTE 5.  COMPREHENSIVE INCOME

Total  comprehensive  income,  consisting  of net  income  or loss  and  foreign
currency  translation effects, for the three months ended September 30, 1999 and
1998 was $47  million  and $26  million,  respectively,  and for the nine months
ended   September   30,  1999  and  1998  was  $239  million  and  $98  million,
respectively.

NOTE 6.  TAX MATTERS

As  described in Note 7 of Notes to  Consolidated  Financial  Statements  in the
Company's Annual Report on Form 10-K for the year ended December 31, 1998, there
are pending German tax issues for the years 1984 through 1990. See "Management's
Discussion  and Analysis of Financial  Condition  and Results of  Operations  --
Liquidity and Capital Resources."


<PAGE>

NOTE 7.  EARNINGS PER SHARE

The  average  number of  outstanding  shares of common  stock used in  computing
diluted  earnings per share for the three months  ended  September  30, 1999 and
1998 included 2,497,788 and 2,057,321 average incremental shares,  respectively,
for the assumed  exercise of stock options.  The nine months ended September 30,
1999 and 1998  included  2,542,359  and 2,202,688  average  incremental  shares,
respectively.

NOTE 8.  IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS

In 1998,  the Financial  Accounting Standards  Board issued  Statement No. 133,
Accounting for Derivative Instruments and Hedging Activities,  which is required
to be adopted in years  beginning  after June 15,  2000.  The  Company's  use of
derivative   instruments  and  hedging   activities  are  not  significant  and,
therefore,  management  believes that the adoption of Statement No. 133 will not
have a material  effect on the  Company's  results of  operations  or  financial
position.

NOTE 9.  SEGMENT DATA
<TABLE>

                         SUMMARY SEGMENT AND INCOME DATA
                              (Dollars in millions)
                                   (Unaudited)
<CAPTION>

                                              THREE MONTHS ENDED      NINE MONTHS ENDED
                                                SEPTEMBER 30,           SEPTEMBER 30,
                                              -----------------       -----------------
                                                1999      1998        1999      1998
<S>                                          <C>        <C>         <C>        <C>
Sales:

      Air Conditioning Products              $ 1,179   $ 1,053     $ 3,309   $ 3,003
      Plumbing Products                          443       387       1,316     1,129
      Automotive Products                        255       265         811       811
      MEDICAL SYSTEMS                             22        23          73        73
                                             -------   -------     -------   -------
                                             $ 1,899   $ 1,728     $ 5,509   $ 5,016
                                             =======   =======     =======   =======
Segment income (loss):

      Air Conditioning Products (a)          $   141   $   114     $   369   $   326
      Plumbing Products                           42        27         122        79
      Automotive Products                         27        33         103       117
      MEDICAL SYSTEMS                            (10)       (6)        (15)      (20)
                                             -------   -------     -------   -------

                                                 200       168         574       507
Restructuring expenses                             -       (35)          -       (35)

EQUITY IN NET INCOME OF
     UNCONSOLIDATED JOINT VENTURES                 9         9          27        21
                                             -------   -------     -------   -------
                                                 209       142         601       493

Interest expense                                 (47)      (43)       (141)     (145)
CORPORATE AND OTHER EXPENSES                     (39)      (28)       (103)      (85)
                                             -------   -------     -------   -------
INCOME BEFORE INCOME TAXES
    AND EXTRAORDINARY ITEM                   $   123    $   71     $   357   $   263
                                             =======   =======     =======   =======
<FN>

   (a)Financing  fees  paid  by  Air  Conditioning  to the  Company's  financial
      services  joint  venture of $7 million  and $19  million for the three and
      nine months ended September 30, 1998, respectively, have been reclassified
      to Corporate  expenses upon adoption of the new segment reporting standard
      as of December 31, 1998.
</FN>
</TABLE>


<PAGE>


                          PART 1. FINANCIAL INFORMATION

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

RESULTS  OF  OPERATIONS  FOR THE THIRD  QUARTER  AND FIRST  NINE  MONTHS OF 1999
COMPARED WITH THE THIRD QUARTER AND FIRST NINE MONTHS OF 1998

         The  Company  achieved  record  third  quarter  sales in 1999 of $1,899
million, an increase of $171 million, or 10% (12% excluding  unfavorable foreign
exchange  effects),  from  $1,728  million in the third  quarter of 1998.  Sales
increased  12% for Air  Conditioning  Products  and 14% for  Plumbing  Products,
declined 4% for  Automotive  Products and were  essentially at the same level as
the third quarter of 1998 for Medical Systems.

         Segment  income for the third quarter of 1999 was also a record at $200
million,  an increase of $32 million,  or 19% (22%  excluding  foreign  exchange
effects),  from  $168  million  in the third  quarter  of 1998.  Segment  income
increased 24% for Air  Conditioning  Products and 56% for Plumbing  Products but
declined 18% for  Automotive  Products.  Medical  Systems'  segment loss was $10
million compared with a loss of $6 million in the year-earlier quarter.

         Sales  for the  first  nine  months of 1999  were  $5,509  million,  an
increase of $493 million, or 10% (11% excluding foreign exchange effects),  from
$5,016  million in the first nine months of 1998.  Sales  increased  10% for Air
Conditioning  Products,  17% for Plumbing  Products,  while sales for Automotive
Products and Medical  Systems were at the same level as the first nine months of
1998.  Segment  income was $574  million for the first nine  months of 1999,  an
increase of 13% (15%  excluding the  unfavorable  effects of foreign  exchange),
compared  with $507  million in the first nine  months of 1998.  Segment  income
increased 13% for Air  Conditioning  Products and 54% for Plumbing  Products but
declined 12% for Automotive  Products.  The segment loss for Medical Systems was
$20  million  for the  first  nine  months of 1999  compared  with a loss of $15
million for the first nine months of 1998.

         Sales for Air  Conditioning  Products were $1,179 million for the third
quarter of 1999, an increase of 12% (with little  effect from foreign  exchange)
from $1,053  million for the third  quarter of 1998.  U.S.  markets  expanded an
estimated  5% to 6%, as  replacement  and  renovation  continued to grow and new
housing and commercial  construction  remained near record high levels.  Markets
outside the US were mixed,  with  Europe up slightly  while  markets in Asia and
Latin America were down.  Worldwide  Applied  Systems sales increased 12% due to
increases in the U.S.  commercial  equipment  business,  a strong performance in
sales and service  operations  and a 3% increase  in the  international  applied
business,  where gains in Europe and Canada  more than offset  declines in Latin
America and Asia.  U.S.  sales of  commercial  applied  products  increased  16%
because of higher volumes,  reflecting continued strength in the U.S. commercial
applied  business and the  acquisition of sales and service  offices.  Worldwide
Unitary Systems sales also increased 12% (with little foreign  exchange  effect)
primarily from higher  volumes in U.S.  residential  and commercial  operations,
partly offset by a small decrease in the international  unitary  business.  U.S.
unitary sales increased 15% reflecting continued strength in the U.S. commercial
and  residential  unitary  markets,  aided by the effects of  warmer-than-normal
weather.  International unitary sales declined 3% (2% excluding foreign exchange
effects) principally as a result of volume decreases in Latin America. Sales for
Air Conditioning  Products for the first nine months of 1999 increased 10% (with
little  foreign  exchange  effect) to $3,309  million from $3,003 million in the

<PAGE>

first nine months of 1998,  primarily for the same reasons  explaining the third
quarter  increase  and the  adverse  effect  in the first  quarter  of 1998 of a
four-week strike at the Lexington, Kentucky, air handling facility.

         Segment income for Air Conditioning Products increased 24% (with little
effect from foreign  exchange) to $141 million in the third quarter of 1999 from
$114 million in the 1998 third quarter. Worldwide Applied Systems benefited from
improved volume in the U.S., plus cost improvements in international businesses,
primarily Europe.  Worldwide Unitary Systems posted strong growth,  primarily in
the U.S.,  as both  volume and margins  improved  over an  excellent  prior year
performance.  This primarily reflected the effects of warmer-than-normal weather
on  U.S.  sales  of  residential  products  and  increased  volumes  in the  U.S
commercial  unitary  business.  Segment income for the first nine months of 1999
increased 13% (with little  foreign  exchange  effect) to $369 million from $326
million in the first nine months of 1998. This gain resulted essentially for the
reasons  mentioned  for the third  quarter  increase and the effect in the first
quarter of 1998 of the  strike at  Lexington,  partly  offset by the effect of a
three-week strike at the Clarksville commercial facility in the first quarter of
1999.

         Sales for Plumbing  Products  increased 14% (18% excluding  unfavorable
foreign exchange effects) to $443 million in the third quarter of 1999 from $387
million in the third  quarter of 1998,  primarily as a result of gains in Europe
and the Americas.  The gain  reflected an increase of 14% in the U.S. and 29% in
international sales excluding unfavorable foreign exchange effects. The European
increase  included  $74 million of sales from the  Armitage/Dolomite  businesses
acquired in February 1999 (see Note 3 of Notes to Financial Statements),  partly
offset by a reduction  of $17  million of sales  related to the  divestiture  of
French  distribution  operations  in the fourth  quarter of 1998.  Excluding the
acquisition and the divestiture,  sales in Europe were essentially flat with the
prior year third quarter. Sales in Asia declined slightly. Sales in the Americas
increased  3%  (5%  excluding  unfavorable  foreign  exchange  effects)  due  to
continued  strong  market  growth and gains in market share in the U.S.,  partly
offset by a decrease in Latin  America,  where markets  declined  significantly.
U.S.  operations  achieved  a 14% sales  increase  on higher  volume,  primarily
through  expanding  retail and  wholesale  market  channels.  Sales of  Plumbing
Products for the first nine months of 1999 increased 17% (19% excluding  foreign
exchange effects) to $1,316 million from $1,129 million in the first nine months
of 1998 due principally to the same factors affecting the third quarter results.

         Segment  income of Plumbing  Products for the third quarter of 1999 was
$42 million,  an increase of 56% (68%  excluding  unfavorable  foreign  exchange
effects)  from  $27  million  for the  1998  third  quarter.  The  increase  was
principally  attributable  to  the  Armitage/Dolomite  acquisition,  substantial
volume   improvements  in  the  Americas  and  margin   improvements   from  the
restructuring of European operations as part of a low-cost sourcing program. The
successful  restructuring of both the Americas and European Plumbing  businesses
has substantially lowered their cost structures resulting in improving trends in
margins and  profitability.  In the U.S.,  segment  income  improved  because of
higher sales volume. Latin American operations were flat to the prior-year third
quarter despite a volume  decrease.  Segment income for the first nine months of
1999 increased by 54% (62% excluding  foreign  exchange  effects) from the first
nine months of 1998, primarily for the reasons responsible for the third quarter
increase.

         Sales of  Automotive  Products for the third  quarter of 1999 were $255
million, a decrease of 4% (but an increase of 2% excluding  unfavorable  foreign
exchange  effects)  from $265  million in the third  quarter of 1998.  Increased
shipments of anti-lock  braking  systems  (ABS) to the  Company's  U.S.  braking
systems  joint  venture,  higher  product  content  per  vehicle  on new  models
introduced in 1998 and sales by the U.S. compressor  manufacturing joint venture
were more than offset by unfavorable foreign exchange effects.  Increased export
sales to the U.S. in the third  quarter of 1999  reflected  the full phase-in of
regulations  requiring ABS on all new heavy-duty trucks and trailers,  and a 20%
increase  in  U.S.  truck  production.  Sales  to  European  commercial  vehicle

<PAGE>

manufacturers declined slightly in the quarter, as unit volumes of truck and bus
production  in  Western  Europe  decreased  5% from the third  quarter  of 1998.
Brazilian sales also experienced a decline,  as truck production  decreased 38%.
Sales of  Automotive  Products  for the  first  nine  months  of 1999  were $811
million,  unchanged  from the like  1998  period,  but  increased  3%  excluding
unfavorable  foreign exchange effects,  primarily for the reasons explaining the
third quarter increase.

         Segment  income for  Automotive  Products for the third quarter of 1999
decreased $6 million ($4 million excluding unfavorable foreign exchange effects)
to $27 million from $33 million in the third quarter of 1998. This was primarily
the result of a one-time shared cost associated with a design change,  increased
product  development  spending in Europe and a product mix reflecting  increased
export  sales,  partly  offset  by  increased  income  from the U.S.  compressor
manufacturing  joint venture.  Segment  income for  Automotive  Products for the
first nine  months of 1999 was $103  million,  a decrease  of 12% (8%  excluding
unfavorable foreign exchange effects) from $117 million in the first nine months
of 1998, principally for the same reasons cited for the third quarter decrease.

         Medical  Systems  sales were $22 million in the third  quarter of 1999,
flat  to  the  prior-year  third  quarter,  reflecting  increased  sales  of new
diagnostic   products   offset  by  the   expected   sales   decline   of  older
radioimmunoassay products. The segment loss of $10 million was $4 million higher
than the third  quarter of 1998,  entirely due to a one-time  charge  associated
with the discontinuance of in-house manufacturing of breath test instruments and
kits in favor of lower-cost vendor sourcing. Development costs of new diagnostic
products and  accelerated  virus  research  continued  at a high level.  Medical
Systems  sales for the first nine months of 1999 were $73  million,  the same as
for the first nine months of 1998,  and the operating  loss was $20 million,  $5
million  larger  than  for the  same  1998  period,  primarily  for the  reasons
explaining the third quarter changes.

OTHER SUMMARY INCOME DATA ITEMS

         Equity in net income of unconsolidated joint ventures was $9 million in
the  third  quarter  of  1999,  the  same as in the  year-earlier  quarter,  and
increased  to $27  million in the first nine  months of 1999 from $21 million in
the first nine months of 1998.  This  reflected the  continued  strong growth of
Automotive  Products' U.S.  braking  systems joint venture,  offset in the third
quarter of 1999 by small declines in other joint ventures.

         Interest  expense  increased by $4 million in the third quarter of 1999
compared to the year-earlier quarter due to the effect of increased debt arising
principally  from the  Armitage/Dolomite  acquisition,  partly  offset  by lower
average interest rates achieved through 1998 and 1999 debt refinancings. For the
first nine months of 1999,  interest  expense was $4 million lower compared with
the first nine months of 1998,  where the effect of the lower  average  interest
rates more than offset the effect of  increased  debt  arising from the February
1999  Armitage/Dolomite  acquisition.  Corporate and other expenses in the third
quarter of 1999 were $39  million,  $11 million  higher  than in the  prior-year
third  quarter.  This  increase was mainly due to a one-time  charge  related to
pension  benefits,  increased  financing  fees paid to the  Company's  financial
services joint venture because of increased  volumes in the U.S.  businesses and
other  Corporate  spending.  For the same  reasons,  in the first nine months of
1999,  corporate and other  expenses  were $18 million  higher than in the first
nine months of 1998.

         The income tax  provision for the third quarter of 1999 was $51 million
and for the first nine months of 1999 was $148 million,  at an effective  income
tax rate of 41.5% of pretax income for both periods.  The income tax  provisions
for the third  quarter  and first nine  months of 1998 were $35 million and $113

<PAGE>

million, respectively.  Those provisions reflect an unusually high effective tax
rate because there is little tax benefit on the  restructuring  charges incurred
in the  third  quarter  of 1998.  Excluding  those  restructuring  charges,  the
effective  rates for the third  quarter and first nine months of 1998 were 39.1%
and 40.5% of income before  extraordinary  item. The lower effective rate in the
third quarter of 1998 reflects the year-to-date adjustment to 40% from the 40.5%
rate used in the first half of the year.

         Results  for the nine  months  ended  September  30,  1998  included an
extraordinary charge of $50 million,  net of income taxes,  attributable to call
premiums and the write-off of  unamortized  debt issuance costs on debt redeemed
in the second quarter of 1998 as described below.

LIQUIDITY AND CAPITAL RESOURCES

         Net cash provided by operating activities,  after cash interest paid of
$133 million,  was $232 million for the first nine months of 1999, compared with
net cash  provided of $248 million for the same period of 1998.  The $16 million
decrease resulted,  despite higher earnings,  primarily from unfavorable changes
in working capital items principally related to growth of the business, payments
against the restructuring reserve, and differences in the timing of accruals and
disbursements in the two periods.  The Company made capital expenditures of $180
million for the first nine months of 1999,  including $40 million of investments
in   affiliated    companies   and   other   businesses   (but   excluding   the
Armitage/Dolomite   acquisition   described   below)   compared   with   capital
expenditures  of $172  million in the first nine months of 1998,  including  $16
million of  investments in affiliated  companies.  The Company also invested $58
million in computer software in the first nine months of 1999, compared with $14
million in the 1998 period.

         In January  1997 the Company  entered  into the 1997  Credit  Agreement
which  requires no repayment of principal  prior to its  expiration in 2002, and
provides the Company with senior secured  credit  facilities  aggregating  $1.75
billion as follows: (a) a $750 million U.S. dollar revolving credit facility and
a  $625  million  multi-currency   revolving  credit  facility  (the  "Revolving
Facilities"),  which by their  nature  are  short-term,  and (b) a $375  million
multi-currency  periodic  access  credit  facility.  Up to $500  million  of the
Revolving  Facilities  may be used to issue  letters of credit.  The 1997 Credit
Agreement and certain other  American  Standard  Inc. debt  instruments  contain
restrictive  covenants and other requirements with which the Company believes it
is in compliance.

         In December 1998, the 1997 Credit Agreement was amended  principally to
permit  American  Standard to issue up to an additional  $500 million  principal
amount of senior or  subordinated  unsecured debt  securities,  and to lower the
interest coverage ratios and increase the debt coverage ratios applicable to the
Company  beginning  for periods  ending  December 31,  1998.  The purpose of the
amendment  was  primarily  to  accommodate  the  refinancing  of $150 million of
American  Standard's  10-7/8% senior notes due May 15, 1999 and the financing of
other   proposed   capital   expenditures,    including   the   acquisition   of
Armitage/Dolomite described below.

         On  February  2,  1999,  the  Company  acquired  Armitage/Dolomite,   a
manufacturer of ceramic sanitaryware, brassware and integrated plumbing systems,
for  approximately  $430  million,  including  fees and expenses and net of cash
acquired,  with  borrowings  under the  Company's  1997 Credit  Agreement.  This
acquisition  is being  accounted for as a purchase.  Armitage/Dolomite  had 1998
sales  of  approximately  $290  million  and  assets  at  December  31,  1998 of

<PAGE>

approximately  $250  million.  The  acquired  business  has 3 large  and 9 small
facilities,  located in the United Kingdom and Italy, and employs  approximately
3,200 people.  The primary  markets for its products are in the United  Kingdom,
Italy,  Ireland  and  Germany.  The  Company  expects to  complete  its plans to
integrate  Armitage/Dolomite  into  existing  European  operations by the end of
1999. This process could result in additional expenses or increase the amount of
goodwill (see Note 3 of Notes to the Financial Statements).

          At September  30,  1999,  the Company had  borrowings  of $708 million
outstanding  under the Revolving  Facilities.  There was $597 million  available
under the  Revolving  Facilities  after  reduction  for  borrowings  and for $70
million of letters of credit usage. The Company's foreign  subsidiaries had $113
million available at September 30, 1999, under overdraft  facilities that can be
withdrawn by the banks at any time.  In addition,  the  Company's  operations in
China have $28 million  available under bank credit  facilities  after reduction
for borrowings of $17 million and letters of credit usage of $10 million.

         On May 28,  1999,  American  Standard  Inc.  completed  the sale of the
equivalent  of $460 million of Senior  Notes,  with an average  interest rate of
7.7%,  issued in three  series:  250  million  Euro Senior  Notes due 2006;  100
million U.S.  Dollar Senior Notes due 2009 and 60 million  Sterling Senior Notes
due 2009.  Net  proceeds  of $452  million  from the  offering  were  applied to
refinance  borrowings  incurred to pay $150  million of 10-7/8%  Senior Notes at
maturity on May 15, 1999 and to refinance a substantial  portion of the purchase
price of the  Armitage/Dolomite  acquisition.  The May 28,  1999  sale of Senior
Notes, which are not subject to redemption,  was made pursuant to the 1998 Shelf
Registration (see Note 4 of Notes to Financial Statements). Debt securities sold
under the 1998 Shelf  Registration  are issued by  American  Standard  Inc.  and
unconditionally  guaranteed  by American  Standard  Companies  Inc.  The Company
intends to use the net proceeds  from any future  sales of such debt  securities
under the 1998 Shelf  Registration  for general  corporate  purposes,  which may
include  certain  investments,  acquisitions,  additions  to working  capital or
capital expenditures.

         On May 6, 1999, the Company  engaged Goldman Sachs & Co. and Prudential
Vector  Healthcare Group. as advisors (the "Advisors") to evaluate the potential
and prospects for the Company's  Medical Systems business and to review and make
recommendations  to the Company's  Board of Directors  concerning  its strategic
options.  On July 20, 1999 the  Company  issued a press  release  related to the
status and progress to date of research  that has  identified a virus  ("SEN-V")
present in blood  samples of certain  humans  afflicted  with liver  diseases of
unknown cause. On October 7, 1999, the Board of Directors directed the Company's
management to pursue the sale of Medical  Systems.  The Company's  management is
now working with the Advisors to develop and implement a plan.

         As described in Note 7 of Notes to Consolidated Financial Statements in
the Company's  Annual Report on Form 10-K for the year ended  December 31, 1998,
there are pending  German Tax issues for the years 1984 through 1990.  There has
been no change in the status of these issues since that report was filed.

YEAR 2000 READINESS DISCLOSURE

         The following is a Year 2000  Readiness  Disclosure in accordance  with
the Year 2000 Information and Readiness Disclosure Act.

YEAR 2000 COMPLIANCE PLAN. The Company has established a comprehensive Year 2000
initiative,  having  appointed  teams  responsible  for  all  of  its  locations
worldwide,  coordinated by team leaders reporting directly to the business group
leaders, and in some cases employing  third-party experts. The Vice President of
Information Technology, who reports directly to the Chairman and Chief Executive
Officer, heads the project.  Progress reports are made periodically to the Audit
Committee of the Board of Directors. The teams are responsible for assuring that
all core business systems and transactions with customers,  suppliers, financial
institutions  and other third parties will be Year 2000 ready.  Additionally,  a

<PAGE>

consultant  has been  retained  at  corporate  headquarters  to provide  overall
guidance and assistance  with the compliance  plan.  Consultants  have also been
employed at various operating locations to augment the efforts of the local Year
2000 teams or to provide  expertise in certain areas. In general,  a coordinated
approach has been  undertaken by the Company's Year 2000 teams  worldwide,  with
"best  practices"  shared among teams.  The principal  phases of the  initiative
include:

          INVENTORY - identification of all technology and systems,  including
          imbedded  technology in manufacturing  and other operating and control
          systems  that could be affected by the Year 2000 issue.  This phase is
          complete.

          ASSESSMENT - testing and evaluating whether remediation is necessary
          and  prioritizing  tasks based on whether the system is  evaluated  as
          "critical",  the size of the system and the perceived risk. This phase
          is  ongoing  but was  essentially  complete  by the  end of the  first
          quarter of 1999.

          REMEDIATION  AND TESTING - Remediation  includes the  replacement or
          modification of non-compliant  technology with technology that is Year
          2000 compliant.  Remediation of core systems was essentially  complete
          as of October 31, 1999,  with final tasks  expected to be completed in
          November 1999.  Remediation of non-core systems is  approximately  97%
          completed as of October 31, 1999, and  remediation of the remainder is
          expected to be completed in November 1999.  Wherever possible,  new or
          modified  systems will be tested in a Year 2000  environment  from the
          beginning of the  transaction  process to the end.  However,  since in
          many cases  mainframe  systems have been replaced with vendor provided
          software that has already been fully tested for Year 2000  compliance,
          testing of those  systems  is not  expected  to reveal  any  problems.
          Testing is  expected to continue  for some  systems  during the fourth
          quarter of 1999.

          CONTINGENCY  PLANNING - development of contingency plans in situations
          where there is substantial  risk that  compliance will not be achieved
          at any Company  location or by any critical  supplier in time to avoid
          Year 2000 problems.  Substantially all contingency plans were in place
          as of October 31, 1999.

          THIRD PARTY  RELATIONSHIPS - communicating and working with suppliers,
          customers  and other third parties with whom the Company does business
          to minimize the potential adverse effects of Year 2000 problems.  This
          includes  evaluating new and previously sold products that incorporate
          equipment  controls with  imbedded  technology to identify and resolve
          any problems that customers may have with Company products as a result
          of the arrival of the year 2000.

STATE OF READINESS.  As of October 31, 1999, more than 98% of the Company's Year
2000 plan has been  completed.  When  situations are  identified  where there is
substantial  risk that any important  objectives of the project will not be met,
the Company has dedicated and will continue to dedicate additional resources.

For several years the Company has been converting most of its mainframe computer
applications  and  systems   worldwide  to  client  server  technology  and,  in
conjunction therewith, has been installing software that is Year 2000 compliant.
For all systems other than  mainframe,  software that is Year 2000  compliant is
also being installed, including desktop applications.  Most of these initiatives
were  undertaken   irrespective  of  Year  2000  considerations  and,  with  few
exceptions,  implementation  would have been completed before the year 2000. For
those installations not scheduled to be completed until the year 2000, revisions
have been made to existing systems to ensure readiness.
<PAGE>

THIRD-PARTY  RELATIONSHIPS.   The  Company  has  initiated  communications  with
suppliers,  customers  and other third  parties to identify and assess Year 2000
risks and to develop  solutions  that will  minimize  any adverse  impact on the
Company.  The  overwhelming  majority of the Company's  critical  suppliers have
responded  positively  as to their Year 2000  compliance  efforts.  The  Company
expects  to  resolve   timely  any   identified   problems   with   critical  or
non-responding  suppliers and to develop  contingency plans where possible.  The
Company's  manufacturing  facilities are highly  dependent on public  utilities,
especially  electrical power,  natural gas, water and communications  companies.
There is a risk that  suppliers  or others on whom the  Company  relies will not
successfully address Year 2000 issues.  Should one or more critical suppliers be
unable to supply products or services at any of the Company's 120  manufacturing
locations,  and the Company or the  supplier  not have  established  appropriate
contingency plans, such failure could result in the inability of the Company, at
that location, to deliver products on a timely basis and have a material adverse
effect on the results of operations at that location.

The Company  does not  believe  that it has  material  Year 2000  exposure  with
respect to products  sold to  customers.  The only Company  products  containing
imbedded  electronic  systems  subject to Year 2000  issues are  commercial  air
conditioning  and  medical  products.  The Company has  evaluated  the  imbedded
electronic  control systems in products sold to its commercial air  conditioning
systems and medical  products  customers.  Computer  controls for commercial air
conditioning systems have been checked and replaced or modified where necessary.
This process has been completed. For medical products, the Company has completed
90% of the modifications and expects to complete the remainder before the end of
the year.

The Company is evaluating delivery commitments to customers,  product warranties
and  representations  made with respect to Year 2000 compliance of its products.
Management  believes  that it is  adequately  addressing  such  issues and that,
subject to the considerations  described above, any potential material liability
to third  parties for Year 2000 failures in its products or inability to deliver
products timely is remote.

RISKS  AND  CONTINGENCY  PLANS.  Management  believes  that the  Company's  most
reasonably  likely worst case scenario is short-term,  localized  disruptions of
systems,  manufacturing  operations,  facilities  or suppliers  that will affect
individual business operations, rather than broad-based,  systemic, or long-term
problems  affecting  operating  segments  or  groups  of  operations.  The  most
significant uncertainties relate to critical suppliers,  particularly electrical
power, water, natural gas and communications  companies,  and suppliers of parts
and  materials  that are vital to the  continuity  of  operations.  The  Company
believes that the greatest risks of such disruptions  exist outside the U.S. and
Western Europe,  where  approximately 14% of the Company's sales occur, and that
such  disruptions,  if any,  will not have a  material  effect on the  Company's
results  of  operations  or  financial  position.  Contingency  plans  have been
formulated and put in place, where possible,  for all critical suppliers.  These
measures include finding alternative sources of supply, purchasing safety stocks
of certain  parts and  materials and forming  emergency  response  teams at each
operating location to deal with any problems which develop.

COSTS.   The  Company's   estimated  cost  to  become  Year  2000  compliant  is
approximately  $22 million.  Of this,  approximately $15 million are costs being
charged to expense as incurred,  including internal and external labor to repair
or modify  existing  software,  and costs of  consultants  employed  at  various
locations to assist with  implementation  of the Company's  plan. The balance of
estimated  costs  represent  replacement  hardware and  software  which is being

<PAGE>
capitalized.  Through  September  30, 1999,  approximately  $19 million had been
expended,  of which $13  million had been  charged to  expense.  These costs are
generally  not  incremental  to  existing  information  technology  budgets,  as
existing  internal  resources  were  redeployed  and the  costs  of  consultants
employed are less than 10% of total Year 2000 costs.  The costs of  implementing
client server  technology and other software changes made for reasons other than
the  Year  2000  and  which  were  not  accelerated  are not  included  in these
estimates.  There  were  no  significant  deferrals  of  information  technology
projects  because of the  Company's  response to Year 2000  issues.  Information
technology planning has incorporated client server and Year 2000 initiatives for
several  years and,  therefore,  there has been little  effect on the  Company's
operations  because of unexpected  deferrals of projects  important to growth or
competitiveness.  All costs are being funded from  operating cash flows or other
resources available to the Company.  Based upon information  currently available
and current  estimates,  management  believes that the Company's costs to become
Year 2000  compliant  will not have a material  adverse  effect on the Company's
financial position, results of operations or cash flows in future periods. Total
costs,  anticipated impact and the expected dates to complete the various phases
of the  project  are based on  management's  best  estimates  using  information
currently  available and certain  assumptions about future events.  However,  no
assurance  can be  given  that  actual  results  will be  consistent  with  such
estimates  and,  THEREFORE,  ACTUAL COSTS,  IMPACTS AND  COMPLETION  DATES COULD
DIFFER  MATERIALLY FROM THOSE PLANS. SEE "Disclosure  Regarding  Forward Looking
Statements".

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

DISCLOSURE REGARDING FORWARD LOOKING STATEMENTS

         Comments  in  this  Quarterly  Report  on  Form  10-Q  contain  certain
forward-looking   statements   that  are  based  on   management's   good  faith
expectations  and belief  concerning  future  developments.  Actual  results may
differ materially from these expectations as a result of many factors,  relevant
examples of which are set forth in the Company's 1998 Annual Report on Form 10-K
and in the "Management's  Discussion and Analysis" section of the Company's 1998
Annual Report to Shareholders and Quarterly Reports on Form 10-Q.


<PAGE>



                           PART II. OTHER INFORMATION

ITEM 1.  LEGAL PROCEEDINGS.

                  For a  discussion  of  German  tax  issues  see  "Management's
           Discussion  and  Analysis  of  Financial  Condition  and  Results  of
           Operations  --  Liquidity  and Capital  Resources"  in Part I of this
           report which is incorporated herein by reference.

ITEM 5.   OTHER INFORMATION

           As previously  announced,  on October 7 1999, the Company's  Board of
           Director's  directed  management  to pursue  the sale of its  Medical
           Systems  segment,  elected  Jared L.  Cohon  and  Frederic  M.  Poses
           directors of the Company and,  effective January 1, 2000, elected Mr.
           Poses to be the Company's Chairman and Chief Executive Officer.

           As  previously  announced,  on October 27,  1999 Joseph S.  Schuchert
           resigned  as a  director  of the  Company.  The press  release of the
           announcement is attached as Exhibit 99(i) to this quarterly report on
           Form 10-Q.

           As  previously  announced,  on  November  4, 1999 Fred A.  Allardyce,
           Senior Vice President of the Medical  Systems  segment,  resigned his
           position.  The press  release  of the  announcement  is  attached  as
           Exhibit 99 (ii) to this quarterly report on Form 10-Q.

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

           (A)  EXHIBITS.  The  exhibits  listed  on the  accompanying  Index to
           Exhibits are filed as part of this quarterly report on Form 10-Q.

           (B) REPORTS ON FORM 8-K. During the quarter ended September 30, 1999,
           the Company filed no Current Reports on Form 8-K.


<PAGE>


                                    SIGNATURE

               Pursuant to the  requirements  of the Securities  Exchange Act of
1934,  the Company has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

                                                AMERICAN STANDARD COMPANIES INC.

                                                /s/ G. Ronald Simon
                                               --------------------------------

                                                By: G. Ronald Simon
                                                Vice President and Controller
                                               (Principal Accounting Officer)

November 10, 1999


<PAGE>
<TABLE>


                        AMERICAN STANDARD COMPANIES INC.
                                INDEX TO EXHIBITS
<CAPTION>

(The File Number of the Registrant, American Standard Companies Inc. is 1-11415)
<S>            <C>                <C>
                EXHIBIT NO.         DESCRIPTION

                   (10)             Employment Agreement of Frederic M. Poses

                   (12)             Ratio of Earnings to Fixed Charges

                   (27)             Financial Data Schedule

                  (99)(i)           Press release dated October 29, 1999

                 (99)(ii)           Press release dated November 4, 1999
</TABLE>