<PAGE>
                                 UNITED STATES
                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549
                                       
                                       
                                       
                                       
                                   FORM 10-K
                                       
                                       
                                       
                                       
                                 ANNUAL REPORT
                      PURSUANT TO SECTION 13 OR 15(d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934
                                       
                                       
                                       
                  For the fiscal year ended November 30, 1997
                      Commission file number 33-80770-01
                                       
                                       
                                       
                      SIGNAL INVESTMENT & MANAGEMENT CO.
                            A DELAWARE CORPORATION
                 I.R.S. EMPLOYER IDENTIFICATION NO. 62-1290284
                         1105 NORTH MARKET, SUITE 1300
                          WILMINGTON, DELAWARE 19890
                           TELEPHONE:  302-656-3950
                                       
                                       
                                       
                                       
                                       
                                       
                                       
This registrant meets the conditions set forth in General Instruction I(1) 
(a) and (b) of Form 10-K and is therefore filing this Form with the reduced 
disclosure format.
                                       
                                       
Indicate by check mark whether the registrant (1) has filed all reports 
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 
1934 during the preceding 12 months (or for such shorter period that the 
registrant was required to file such reports), and (2) has been subject to 
such filing requirements for the past 90 days.  Yes    X     No           
                                                     -----        -----    

As of February 20, 1998, 250 shares of the Company's common stock, without 
par value, were outstanding.

<PAGE>


                                    PART I

Item 1. Business

General
Signal Investment & Management Co. (the "Company") was incorporated in 1986. 
The Company is a wholly-owned subsidiary of Chattem, Inc. ("Chattem").  The 
Company was formed by Chattem for the sole purpose of holding certain of 
Chattem's trademarks and other purchased product rights and certain 
investments. The Company owns or licenses substantially all of the trademarks 
and intangibles associated with Chattem's consumer products business and 
licenses Chattem's use thereof.  In exchange for this license, Chattem pays 
to the Company a royalty on net sales of licensed products.  The Company has 
no active operations.

The Company is a guarantor of Chattem's $75,000,000 12.75% Series B Senior 
Subordinated Notes (the "Notes") due 2004, which guaranty and notes were 
registered under the Securities Act of 1933 on a Form S-2 Registration 
Statement effective August 4, 1994.  During 1995, Chattem prepaid 
approximately $8,000,000 of the Notes with funds received from the sale of 
Chattem's specialty chemicals division.

The Company is also guarantor of Chattem's current bank credit facility which 
consists of term loans and a working capital revolving loan maturing at 
various dates from December 31, 1997 to February 14, 2004.  The outstanding 
balances as of November 30, 1997 were $63,683,000 for the term loans and 
$13,000,000 for the working capital revolving loan.

Trademarks
The Company's trademarks are its most important asset, although, except for 
GOLD BOND, SUNSOURCE, FLEXALL and ICY HOT, its business as a whole is not 
materially dependent upon ownership of any one trademark.  The Company owns 
or licenses substantially all of the trademarks associated with Chattem's 
domestic consumer products business.  The Company's significant domestic 
trademarks have been registered on the principal register of the United 
States Patent and Trademark Office.  Federally registered trademarks have a 
perpetual life as long as they are renewed in a timely manner and used 
properly as trademarks, subject to the right of third parties to seek 
cancellation of the marks.

Employees
The Company has no employees.

Item 2. Properties
None.

Item 3. Legal Proceedings
None.

Item 4. Submission of Matters to a Vote of Security Holders
Not required pursuant to reduced disclosure conditions set forth in General
Instruction I(1)(a) and (b) of Form 10-K.

                                        2

<PAGE>
 
                                    PART II

Item 5. Market for Registrant's Common Equity and Related Stockholder Matters
None.

Item 6. Selected Financial Data
Not required pursuant to reduced disclosure conditions set forth in General
Instruction I(1)(a) and (b) of Form 10-K.

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

FISCAL 1997 COMPARED TO FISCAL 1996
The following narrative represents management's comparative analysis of the 
fiscal year ended November 30, 1997 to the fiscal year ended November 30, 
1996 results of operations of the Company pursuant to General Instruction 
I(1)(a) and (b) of Form 10-K:

Royalty income increased by $1,137,000 (or 23%) in fiscal 1997 from fiscal 
1996 primarily due to the acquisition of SUNSOURCE in June 1997, and a full 
year of sales for GOLD BOND and HERPECIN-L, which were acquired in April 1996 
and June 1996, respectively.  

Interest income from the note receivable from Chattem decreased by $136,000 
(or 100%) in fiscal 1997 from fiscal 1996 as a result of Chattem's repayment 
of the note in the fourth quarter of fiscal 1996.

The Company recognized a gain of $875,000 on the sale in 1996 of two brands, 
SOLTICE and BLIS-TO-SOL.  

The Company recognized a gain of $323,000 on the sale of an investment in 
1996.

Amortization expense increased by $848,000 (or 48%) in fiscal 1997 from 
fiscal 1996 primarily due to the acquisition of the trademarks for SUNSOURCE, 
and a full year of amortization for GOLD BOND and HERPECIN-L which were 
acquired in April 1996 and June 1996, respectively.

FISCAL 1996 COMPARED TO FISCAL 1995
The following narrative represents management's comparative analysis of the 
fiscal year ended November 30, 1996 to the fiscal year ended November 30, 
1995 results of operations of the Company pursuant to General Instruction 
I(1)(a) and (b) of Form 10-K:

Royalty income increased by $844,000 (or 20%) in fiscal 1996 from fiscal 1995 
primarily due to the acquisition of GOLD BOND in April 1996 and HERPECIN-L 
in June 1996.

Interest income from the note receivable from Chattem decreased by $45,000 
(or 25%) in fiscal 1996 from fiscal 1995 as a result of Chattem's repayment 
of the note in the fourth quarter of fiscal 1996.

                                        3
<PAGE>
 
Amortization expense increased by $617,000 (or 53%) in fiscal 1996 from 
fiscal 1995 primarily due to the acquisition of the trademarks for GOLD BOND 
and HERPECIN-L.  The Company recognized a gain of $875,000 on the sale in 
1996 of two brands, SOLTICE and BLIS-TO-SOL.  The Company recognized 
a gain of $323,000 on the sale of an investment.
 
Item 8. Financial Statements and Supplementary Data
See page 5 for the Company's index to its financial statements.

Item 9. Change in and Disagreements With Accountants on Accounting and Financial
        Disclosure

None.

                                        4

<PAGE>
 

                       SIGNAL INVESTMENT & MANAGEMENT CO.  
                                       
                         INDEX TO FINANCIAL STATEMENTS

                                                                       PAGE  

Report of Independent Public Accountants                                6

Balance Sheets as of November 30, 1997 and 1996                         7

Statements of Income for the three years ended November 30, 1997        8

Statements of Shareholder's Equity (Deficit) for the three years ended 
 November 30, 1997                                                      9

Statements of Cash Flows for the three years ended November 30, 1997    10

Notes to Financial Statements                                           11


                                        5

<PAGE>

 
                    REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS




To the Shareholder and Board of Directors of
Signal Investment & Management Co.:


We have audited the accompanying balance sheets of Signal Investment & 
Management Co. (a Delaware corporation and wholly owned subsidiary of 
Chattem, Inc.) as of November 30, 1997 and 1996 and the related statements of 
income, shareholder's equity (deficit) and cash flows for each of the three 
years in the period ended November 30, 1997.  These financial statements are 
the responsibility of the Company's management.  Our responsibility is to 
express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with generally accepted auditing 
standards.  Those standards require that we plan and perform the audit to 
obtain reasonable assurance about whether the financial statements are free 
of material misstatement.  An audit includes examining, on a test basis, 
evidence supporting the amounts and disclosures in the financial statements.  
An audit also includes assessing the accounting principles used and 
significant estimates made by management, as well as evaluating the overall 
financial statement presentation. We believe that our audits provide a 
reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in 
all material respects, the financial position of Signal Investment & 
Management Co. as of November 30, 1997 and 1996 and the results of its 
operations and its cash flows for each of the three years in the period ended 
November 30, 1997 in conformity with generally accepted accounting principles.

                                        ARTHUR ANDERSEN LLP


Chattanooga, Tennessee
January 19, 1998 (except with
respect to the matter discussed in 
Note 15 as to which the date is
February 23, 1998)


                                        6

<PAGE>
 
                      SIGNAL INVESTMENT & MANAGEMENT CO.
                                       
                                BALANCE SHEETS
                                       
                          NOVEMBER 30, 1997 AND 1996
                                       
                       (In thousands, except share data)




                                     ASSETS  

<TABLE>
<CAPTION>
                                                   1997      1996
                                                ---------  --------
<S>                                             <C>        <C>
CURRENT ASSETS:
  Cash and cash equivalents                      $     55   $ 2,911
  Royalties receivable from Chattem, Inc.           1,588     1,287
                                                ---------  --------
         Total current assets                       1,643     4,198

TRADEMARKS AND OTHER PURCHASED PRODUCT 
     RIGHTS, net                                  101,426    74,086
                                                 --------  --------
         TOTAL ASSETS                            $103,069   $78,284
                                                 --------  --------
                                                 --------  --------
</TABLE>

                 LIABILITIES AND SHAREHOLDER'S EQUITY (DEFICIT)
<TABLE>
<S>                                             <C>        <C>
PAYABLE TO CHATTEM, INC.                         $102,573   $75,713
                                                 --------  --------
DEFERRED INCOME TAXES                               2,628     1,556
                                                 --------  --------
COMMITMENTS AND CONTINGENCIES (Notes 1 and 4)

SHAREHOLDER'S EQUITY (DEFICIT):
  Common shares, without par value, 500 
  shares authorized, 
   250 shares issued and outstanding                    2         2
  Retained earnings (deficit)                      (2,134)    1,013
                                                 --------  --------
         Total shareholder's equity (deficit)      (2,132)    1,015
                                                 --------  --------
         TOTAL LIABILITIES AND SHAREHOLDER'S  
           EQUITY (DEFICIT)                      $103,069   $78,284
                                                 --------  --------
                                                 --------  --------
</TABLE>



   The accompanying notes are an integral part of these financial statements.

                                        7

<PAGE>
 
                      SIGNAL INVESTMENT & MANAGEMENT CO.
                                       

                             STATEMENTS OF INCOME
                                       
                  FOR THE THREE YEARS ENDED NOVEMBER 30, 1997
                                       
                (In thousands, except share and per share data)




<TABLE>
<CAPTION>
                                                  1997      1996      1995
                                                 ------    ------    ------
<S>                                             <C>
REVENUES:
  Royalties from Chattem, Inc.                   $6,181    $5,044    $4,200
  Investment income:
     Interest                                        31        33        23
     Interest from Chattem, Inc. note receivable     --       136       181
  Gain on sale of investment                         --       323         0
  Gain on product divestitures                       --       875         0
                                                 ------    ------    ------
          Total revenues                          6,212     6,411     4,404
                                                 ------    ------    ------
EXPENSES:
  Amortization of trademarks and other purchased
    product rights                                2,627     1,779     1,162
  Other                                              27        18        11
                                                 ------    ------    ------
          Total expenses                          2,654     1,797     1,173
                                                 ------    ------    ------
INCOME BEFORE PROVISION FOR INCOME TAXES          3,558     4,614     3,231

PROVISION FOR INCOME TAXES                        1,205     1,575     1,091
                                                 ------    ------    ------
NET INCOME                                       $2,353    $3,039    $2,140
                                                 ------    ------    ------
                                                 ------    ------    ------
NET INCOME PER COMMON SHARE                      $9,412   $12,156    $8,560
                                                 ------    ------    ------
                                                 ------    ------    ------

WEIGHTED AVERAGE NUMBER OF COMMON SHARES 
  OUTSTANDING                                       250       250       250
                                                 ------    ------    ------
                                                 ------    ------    ------
</TABLE>








   The accompanying notes are an integral part of these financial statements.

                                        8
<PAGE>
 
                      SIGNAL INVESTMENT & MANAGEMENT CO.
                                       

                 STATEMENTS OF SHAREHOLDER'S EQUITY (DEFICIT)
                                       
                  FOR THE THREE YEARS ENDED NOVEMBER 30, 1997
                                       
                     (In thousands, except per share data)


<TABLE>
<CAPTION>
                                                            RETAINED
                                                  COMMON    EARNINGS
                                                  SHARES    (DEFICIT)
                                                 --------  -----------
<S>                                              <C>       <C>
BALANCE, November 30, 1994                        $  2      $  5,687
  Net income                                        --         2,140
  Dividends ($16,000 per share)                     --        (4,000)
                                                 --------  -----------
BALANCE, November 30, 1995                           2         3,827
  Net income                                        --         3,039
  Dividends ($23,412 per share)                     --        (5,853)
                                                 --------  -----------
BALANCE, November 30, 1996                           2         1,013
  Net income                                        --         2,353
  Dividends ($22,000 per share)                     --        (5,500)
                                                 --------  -----------
BALANCE, November 30, 1997                        $  2      $ (2,134)
                                                 --------  -----------
                                                 --------  -----------
</TABLE>




   The accompanying notes are an integral part of these financial statements.

                                        9

<PAGE>
 
                      SIGNAL INVESTMENT & MANAGEMENT CO.


                           STATEMENTS OF CASH FLOWS
                  FOR THE THREE YEARS ENDED NOVEMBER 30, 1997
                                       
                                (In thousands)


<TABLE>
<CAPTION>
                                                      1997      1996      1995
                                                     ------    ------    ------
<S>                                                  <C>       <C>       <C>
OPERATING ACTIVITIES:
  Net income                                        $ 2,353   $ 3,039   $ 2,140
  Adjustments to reconcile net income to net cash 
    provided by operating activities:
     Amortization                                     2,627     1,779     1,162
     Deferred income tax provision                    1,072       682       366
     Gain on sale of investment                          --      (323)       --
     Gain on product divestitures                        --      (875)       --
     Changes in operating assets and liabilities:
          (Increase) decrease in royalties 
            receivable from Chattem, Inc.              (301)     (266)       51
          (Increase) decrease in interest 
            receivable from Chattem, Inc.                --       121       (84)
                                                    -------   --------  -------
             Net cash provided by operating 
               activities                             5,751     4,157     3,635
                                                    -------   --------  -------

INVESTING ACTIVITIES:
  Payment of note receivable from Chattem, Inc.          --     2,500        --
  Proceeds from sale of investment                       --       323        --
                                                    -------   --------  -------
             Net cash provided by investing
               activities                                --     2,823        --
                                                    -------   --------  -------
FINANCING ACTIVITIES:
  Increase (decrease) in payable to 
   Chattem, Inc.                                     (3,107)      933       740
  Dividends paid to Chattem, Inc.                    (5,500)   (5,853)   (4,000)
                                                    -------   --------  -------
          Net cash used in financing activities      (8,607)   (4,920)   (3,260)
                                                    -------   --------  -------

CASH AND CASH EQUIVALENTS:
  Increase (decrease) for the year                   (2,856)    2,060       375
  At beginning of year                                2,911       851       476
                                                    -------   --------  -------
  At end of year                                    $    55   $ 2,911   $   851
                                                    -------   --------  -------
                                                    -------   --------  -------
SUPPLEMENTAL SCHEDULE OF NON-CASH TRANSACTIONS:
  Decrease in payable to Chattem, Inc. in
   connection with the sale of trademarks and
   other product rights                             $    --   $   875   $    --
                                                     ------    ------    ------
                                                     ------    ------    ------
  Increase in payable to Chattem, Inc. in
   connection with purchases of trademarks and
   other product rights                              $29,967  $45,810   $    --
                                                     -------  -------   -------
                                                     -------  -------   -------
DIVIDENDS PER SHARE                                  $    22  $    23   $    16
                                                     -------  -------   -------
                                                     -------  -------   -------
</TABLE>


       The accompanying notes are an integral part of these statements.


                                       10

<PAGE>
 
                      SIGNAL INVESTMENT & MANAGEMENT CO.
                                       
                         NOTES TO FINANCIAL STATEMENTS
                                       
                                        
                    (All monetary amounts are expressed in 
                thousands of dollars unless contrarily evident)


1.   GENERAL

     Signal Investment & Management Co. ("Signal" or the "Company") is a 
     wholly-owned subsidiary of Chattem, Inc. ("Chattem").  Signal was formed 
     by Chattem for the sole purpose of holding certain of Chattem's 
     trademarks and other purchased product rights and certain investments.  
     The Company owns or licenses substantially all of the trademarks and 
     intangibles associated with Chattem's domestic consumer products 
     business and licenses Chattem's use thereof.  Signal has no active 
     operations.

     Signal is a guarantor of Chattem's $75,000 12.75% Senior Subordinated 
     Notes (the "Notes") due 2004, which guaranty and notes were registered 
     under the Securities Act of 1933 on a Form S-2 Registration Statement 
     effective August  4, 1994.

     Signal is also guarantor of Chattem's current bank credit facility which 
     consists of term loans and a working capital revolving loan maturing at 
     various dates from December 31, 1997 to February 14, 2004.  The 
     outstanding balances as of November 30, 1997 were $63,683 for the term 
     loans and $13,000 for the working capital revolving loan.

2.   SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Trademarks and Other Purchased Product Rights

     The costs of acquired trademarks and other purchased product rights are 
     capitalized and amortized over periods ranging from 20 to 40 years.  
     Total accumulated amortization of these assets at November 30, 1997 and 
     1996 was $7,687 and $5,060, respectively.  Amortization expense for 
     1997, 1996 and 1995 was $2,627, $1,779 and $1,162, respectively.

     Income Taxes

     The Company uses the asset and liability approach to accounting for 
     deferred income taxes based on currently enacted tax rates and 
     differences in financial reporting and income tax bases of assets and 
     liabilities.  The Company is included in the consolidated tax returns 
     filed by Chattem, Inc.

                                     11

<PAGE>

     Investments

     In March 1996, the Company sold for $323, an investment which had been
     written down to a carrying value of zero in 1993 due to uncertainty
     concerning future realization.

     Use of Estimates

     The preparation of financial statements in conformity with generally
     accepted accounting principles requires management to make estimates and
     assumptions that affect the reported amounts of assets and liabilities and
     disclosure of contingent assets and liabilities at the date of the
     financial statements and the reported amounts of revenue and expenses
     during the reporting period.  Actual results could differ from those
     estimates.

     Cash and Cash Equivalents

     The Company considers all short-term deposits and investments with original
     maturities of three months or less to be cash equivalents.

3.   INCOME TAXES

     The provision for income taxes includes the following components for the
     years ended November 30:
<TABLE>
<CAPTION>
                                   1997      1996      1995
                                  ------    -------   ------
<S>                              <C>       <C>       <C>
               
          Current                  $  133     $  893   $   725
          Deferred                  1,072        682       366
                                   ------     -------  -------
                                   $1,205     $1,575    $1,091
                                   ------     -------  -------
                                   ------     -------  -------
</TABLE>

     The temporary difference which gives rise to the deferred tax liability at
     November 30, 1997 and 1996 consists primarily of the differences between
     carrying values of trademarks and other purchased product rights for income
     tax and financial statement reporting purposes.

     The difference between the provision for income taxes and the amount
     computed by multiplying income before income taxes by the U.S. statutory
     rate is summarized as follows for the years ended November 30:

<TABLE>
<CAPTION>
                                   1997      1996      1995
                                   ------   -------  -------
<S>                              <C>       <C>       <C>
               
     Expected tax provision        $1,210    $1,584    $1,098
     Nontaxable interest income        (5)       (9)       (7)
                                   ------    ------    -----
                                   $1,205    $1,575    $1,091
                                   ------    ------    -----
                                   ------    ------    -----
</TABLE>
                                      12

<PAGE>


4.   ACQUISITION AND SALE OF TRADEMARKS

     On June 26, 1997, the Company purchased the rights for the SUNSOURCE line
     of dietary supplements and homeopathic medicines, and subsequently licensed
     the use of the trademark to Chattem.  The purchase price of the trademark
     was $26,650 which was financed with borrowings from Chattem. Additional
     payments may be earned by SUNSOURCE over a six year period from the date
     of closing if sales exceed certain levels as defined in the purchase
     agreement, but such additional payments are not to exceed $15,750 in
     the aggregate.


     On April 29, 1996, the Company purchased the worldwide rights for the GOLD
     BOND line of medicated powders and anti-itch cream, and subsequently
     licensed the use of the trademark to Chattem.  The purchase price for the
     trademark was $38,000 which was financed with borrowings from Chattem.

     On June 6, 1996, the Company purchased the rights for the HERPECIN-L line
     of medicated lip balm, and subsequently licensed the use of the trademark
     to Chattem.  The purchase price for the trademark was $5,159 plus a royalty
     payment equal to the greater of $214 or 5% of net sales.  The royalty
     payment is payable annually for each of the seven twelve-month periods
     beginning July 1, 1996 and ending June 30, 2003.  The purchase of the
     HERPECIN -L trademark was financed with borrowings from Chattem.

     During April 1996, the Company sold the trademarks of two minor consumer
     products brands, SOLTICE and BLIS-TO-SOL.  The sales price of $1,200
     consisted of $1,000 of cash received at closing and a $200 promissory note
     requiring payments of $100 per year for the next two years contingent upon
     the brands meeting specific future sales levels.

  5. RELATED PARTY TRANSACTIONS

     In exchange for the licensed use of the Company's trademarks, the Company
     receives royalties from Chattem of 5% of net sales of certain defined
     domestic consumer products.

     Note receivable from Chattem, Inc. results from borrowings by Chattem.  The
     note bears interest at 7 1/4% which is payable quarterly.  The note and all
     accrued interest were repaid by Chattem in fiscal 1996.

     Payable to Chattem, Inc. represents net advances received from Chattem used
     to fund the acquisitions of trademarks as discussed in Note 4.  Such
     advances are noninterest bearing and are not expected to be paid prior to
     November 30, 1998.

     Certain general and administrative expenses of the Company are occasionally
     paid by Chattem on behalf of the Company.  Such amounts are not
     significant.

     A summary analysis of the activity between the Company and Chattem, Inc. 
for the two years ended November 30, 1997 is as follows:

<TABLE>
<CAPTION>

         <S>         <C>                                 <C>

          Balance -- November 30, 1995.................. $ 29,844
                     Gain on sale of trademarks.........     (875)
                     Additions..........................   46,744
                                                         ---------
          Balance -- November 30, 1996..................   75,713
                     Repayments.........................   (3,250)
                     Additions..........................   30,110
                                                         ---------
          Balance -- November 30, 1997.................. $102,573
                                                         ---------

</TABLE>

     The weighted average balance due Chattem, Inc. during the year ended 
November 30, 1997, was $86,424.


                                      13
<PAGE>
 
6.   SUBSEQUENT EVENT

     On February 22, 1998, the Company and Chattem entered into a definitive
     agreement to acquire the BAN anti-perspirant and deodorant brand from
     Bristol-Myers Squibb Company.  Pursuant to the terms of the acquisition
     agreement, the Company and Chattem will purchase all the assets, including
     Inventories patents and trademarks of BAN (excluding the rights in Japan),
     for $165,000 in cash, plus assumed liabilities.  The purchase price
     will be funded by debt financing by Chattem which will be acquired by the
     Company. This acquisition transaction is expected to close no later than
     March 31, 1998.

                                     14

<PAGE>
 
                                   PART III

Item 10. Directors and Executive Officers of the Registrant
Not required pursuant to reduced disclosure conditions set forth in General
Instruction I(1)(a) and (b) of Form 10-K.

Item 11. Executive Compensation
Not required pursuant to reduced disclosure conditions set forth in General
Instruction I(1)(a) and (b) of Form 10-K.

Item 12. Security Ownership of Certain Beneficial Owners and Management
Not required pursuant to reduced disclosure conditions set forth in General
Instruction I(1)(a) and (b) of Form 10-K.

Item 13. Certain Relationships and Related Transactions
Not required pursuant to reduced disclosure conditions set forth in General
Instruction I(1)(a) and (b) of Form 10-K.



                                      15

<PAGE>
 
                                    PART IV

Item 14.  Reports on Form 8-K
No reports on Form 8-K were filed with the Securities and Exchange Commission
during the three months ended November 30, 1997.

The following documents are filed or incorporated by reference as exhibits to
this report:

<TABLE>
<CAPTION>
Exhibit Number      Description of Exhibit                            Reference
--------------      ----------------------                           -----------
<S>               <C>                                                <C>
     3              Certificate of Incorporation                         (5)
                                   
                    By-Laws                                              (5)
                                   
     4              Form of Indenture dated August 3,                 
                     1994 between Chattem, Inc., Signal               
                     Investment & Management Co., as                  
                     guarantor and SouthTrust Bank NA                 
                     relating to the 12.75% Senior Sub-
                     ordinated Notes                                     (1)
     
                                   
     10             Asset Purchase and Sale Agreement
                     dated June 17, 1994 between Sterling
                     Winthrop Inc. and Signal Investment
                     & Management Co. for the PHISODERM  
                     business.                                           (2)
                                   
                    Asset Purchase Agreement dated April
                     10, 1996 between Martin Himmel Inc., 
                     seller, and Chattem, Inc. and Signal 
                     Investment & Management Co., as 
                     purchasers, for the GOLD BOND business              (3)
                                   
                    Credit Agreement dated April 29, 1996, 
                     among Chattem, Inc., as borrower, Signal 
                     Investment & Management Co., as guarantor,
                     NationsBank, N.A., as agent, and the
                     Lenders named therein                               (4)
                                   
                    Credit Agreement dated April 29, 1996 
                     (Secondary Working Capital Facility) among 
                     Chattem, Inc., as borrower, Signal 
                     Investment & Management Co., as guarantor, 
                     NationsBank, N.A., as agent, and the Lenders 
                     named therein                                       (4)
</TABLE>
                                      16

<PAGE>

<TABLE>
<CAPTION>
Exhibit Number      Description of Exhibit                         Reference
--------------      ----------------------                        -----------
<S>               <C>                                             <C>

                   
    10              Asset Purchase Agreement dated 
                     June 6, 1996 between Campbell
                     Laboratories Inc., seller, and   
                     Chattem, Inc. and Signal Investment
                     & Management Co., purchasers, for
                     the HERPECIN-L business                             (4)
                    
                    Amendment to the Credit Agreement
                     (HERPECIN-L Acquisition) dated June 6, 
                     1996 among Chattem, Inc., as borrower, 
                     Signal Investment & Management Co., as 
                     guarantor, NationsBank, N.A., as agent, 
                     and the Lenders named therein                       (4)
                    
                    Asset Purchase and Sale Agreement
                     dated May 23, 1997 by and among
                     Chattem, Inc., Signal Investment &
                     Management Co. and Sunsource 
                     International, Inc. and Mindbody,
                     Inc. (without schedules and exhibits)               (6)
                    
                    Amended and Restated Credit Agree-
                     ment (New Credit Agreement) dated
                     June 26, 1997 by and among Chattem,
                     Inc., Signal Investment &  Management Co. 
                     and the Lenders identified therein                  (6)
                    
                    Amended and Restated Credit Agree-
                     ment (Supplemental Credit Agree-
                     ment) dated June 26, 1977 by and
                     among Chattem, Inc., Signal Invest-
                     ment & Management Co. and the
                     Lenders identified therein                          (6)
                    
                    First Amended and Restated Master
                     Trademark License Agreement be-
                     tween Signal Investment & Manage-
                     ment Co. and Chattem, Inc.,
                     effective June 30, 1992                             (6)
</TABLE>
                                      17

<PAGE>
 
REFERENCES -

Previously filed as an exhibit to and incorporated by reference from:
     (1) Form S-2 Registration Statement (No. 33-80770) of Chattem, Inc.
     (2) Form 10-K for Chattem, Inc. for the year ended November 30, 1994.
     (3) Form 8-K for Chattem, Inc. dated April 29, 1996.
     (4) Form 10-K for Chattem, Inc. for the year ended November 30, 1996.
     (5) Form 10-K for Signal Investment & Management Co. for the year ended
          November 30, 1996.
     (6) Form 8-K for Chattem, Inc. dated June 26, 1997.

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<PAGE>

 
                      SIGNAL INVESTMENT & MANAGEMENT CO.
                                  SIGNATURES
                                       
                                       
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.

                    SIGNAL INVESTMENT & MANAGEMENT CO.
                                   (Registrant)

                    Dated: February 21, 1998   /s/ Stephen M. Powell
                                              -----------------------
                                               Stephen M. Powell
                                               Vice-President and Treasurer
                                               (duly authorized signatory and 
                                                principal accounting officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed by the following persons on behalf of the registrant and in the
capacities and on the date indicated:



Dated:       February 21, 1998               /s/ A. Alexander Taylor II 
                                             ---------------------------
                                             A. Alexander Taylor II,
                                             President and Director
                                              (principal executive officer)


Dated:       February 21, 1998               /s/ Stephen M. Powell      
                                             ---------------------------
                                             Stephen M. Powell,
                                             Vice President, Treasurer and 
                                             Director
                                               (principal financial officer)
                                

Dated:       February 21, 1998               /s/ Erik L. Saville  
                                             ---------------------------
                                             Erik L. Saville,
                                             Assistant Vice President and  
                                              Director
 
Dated:       February 21, 1998               /s/ Hugh F. Shaber  
                                             ---------------------------
                                             Hugh F. Shaber,
                                             Secretary and Director



                                      19