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

                                   FORM 10-K
       [x]  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
            EXCHANGE ACT OF 1934
                  FOR THE FISCAL YEAR ENDED DECEMBER 31, 1997

                          COMMISSION FILE NO. 1-13394

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

                   DELAWARE                             51-0328047
           (State of Incorporation)        (I.R.S. Employer Identification No.)

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

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

         Securities Registered Pursuant to Section 12(b) of the Act:

                                              Name of each exchange
         Title of each class                   on which registered
         -------------------                   -------------------

 COMMON STOCK, PAR VALUE $.01 PER SHARE      NEW YORK STOCK EXCHANGE

       Securities Registered Pursuant to Section 12(g) of the Act:  NONE

       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 [ ]

       Indicate by check mark if disclosure of delinquent filers pursuant to
Item 405 of Regulation S-K is not contained herein, and will not be contained,
to the best of Registrant's knowledge, in definitive proxy or information
statements incorporated by reference in Parts I, II, III, and IV of this Form
10-K or any amendment to this Form 10-K. [ ]

  AGGREGATE MARKET VALUE OF OUTSTANDING COMMON STOCK HELD BY NON-AFFILIATES
  OF THE REGISTRANT, AS OF MARCH 20, 1998  . . . . . . . . $120,603,732

  NUMBER OF SHARES OF COMMON STOCK OUTSTANDING AS OF
  MARCH 20, 1998 . . . . . . . . . . . . . . . . . . . . .    6,030,516

  NUMBER OF SHARES OF NONVOTING COMMON STOCK OUTSTANDING
  AS OF MARCH 20, 1998   . . . . . . . . . . . . . . . . .    4,100,079*
-------------------
* The Registrant's Nonvoting Common Stock is convertible, on a
  share-for-share basis, into Common Stock.

                      DOCUMENTS INCORPORATED BY REFERENCE

       Parts I, II, and IV - Portions of Registrant's Annual Report for the
year ended December 31, 1997.

       Part III - Registrant's definitive proxy statement to be filed pursuant
to Regulation 14A for the Annual Meeting of Shareholders to be held May 26,
1998.
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                             CHASE INDUSTRIES INC.

                          1997 FORM 10-K ANNUAL REPORT

                               TABLE OF CONTENTS

                                                                            Page
PART I
      Item    1.   Business   . . . . . . . . . . . . . . . . . . . . . . .   3
      Item    2.   Properties   . . . . . . . . . . . . . . . . . . . . . .  10
      Item    3.   Legal Proceedings  . . . . . . . . . . . . . . . . . . .  12
      Item    4.   Submission of Matters to a Vote of Security Holders  . .  13

PART II
      Item    5.   Market for Registrant's Common Stock   . . . . . . . . .  13
      Item    6.   Selected Financial Data  . . . . . . . . . . . . . . . .  14
      Item    7.   Management's Discussion and Analysis of Financial Condition
                     and Results of Operations    . . . . . . . . . . . . .  14
      Item    8.   Financial Statements and Supplementary Data  . . . . . .  14
      Item    9.   Changes in and Disagreements with Accountants on
                     Accounting and Financial Disclosure  . . . . . . . . .  14

PART III
      Item   10.   Directors and Executive Officers of the Registrant   . .  14
      Item   11.   Executive compensation   . . . . . . . . . . . . . . . .  14
      Item   12.   Security Ownership of Certain Beneficial Owners and
                     Management   . . . . . . . . . . . . . . . . . . . . .  14
      Item   13.   Certain Relationships and Related Transactions   . . . .  15

PART IV
      Item   14.   Exhibits, Financial Statements, Schedules and Reports
                     on Form 8-K  . . . . . . . . . . . . . . . . . . . . .  15


Note: The responses to Items 6 through 8, Items 10 through 13, and portions of
      Item 3 are included in the Company's Annual Report to Shareholders for
      the year ended December 31, 1997, or the Company's definitive proxy
      statement to be filed pursuant to Regulation 14A for the Annual Meeting
      of Shareholders to be held May 26, 1998.  The required information is
      incorporated into this Form 10-K by reference to those documents and is
      not repeated herein.





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                                     PART I

ITEM 1.  BUSINESS

GENERAL

      Chase Industries Inc. (the "Company"), through its wholly owned
subsidiaries Chase Brass & Copper Company, Inc.  ("CBCC"), and Leavitt Tube
Company, Inc. ("Leavitt"), is a leading manufacturer of free-machining and
forging brass rod and structural and mechanical steel tubing.  The Company's
principal executive offices are located at 14212 County Road M-50, Post Office
Box 152, Montpelier, Ohio 43543, and its telephone number is (419) 485-3193.

      The Company's business strategy is to increase profitability through
capital investment and continuous productivity improvement programs, maintain
its low-cost position while retaining high standards of quality, on-time
delivery and service and expand its product offerings into complementary as
well as other industries through acquisitions and joint ventures that
capitalize on the Company's operating strengths, management experience and
entrepreneurial philosophy.  The objectives of the Company's strategy are to
enable the Company to maximize operating profitability, respond to increased
demand for its products, strengthen its leading industry position and enhance
and capitalize on its strong reputation for high-quality products and extensive
customer service.

      CBCC.  CBCC is an ISO 9002 certified manufacturer and supplier of
free-machining and forging brass rod in the United States and Canada.
Free-machining and forging brass rod, which CBCC estimates represent
approximately 80% and 12%, respectively, of annual copper alloy rod shipments
by U.S. mills, are the two primary types of copper alloy rod used in the United
States and Canada.  CBCC is one of the largest manufacturers and suppliers in
the United States and Canada of free-machining brass rod, which accounted for
approximately 95% of CBCC's total shipments and net sales in 1997 and 1996.
CBCC's diverse customer base of more than 250 companies uses its "Blue Dot"
trademark brass rod to produce a variety of products, such as faucets, plumbing
fittings, heating and air conditioning components, industrial valves,
automotive parts, and numerous hardware components.

      CBCC traces its roots to a brass button-making business started in 1837
in Waterbury, Connecticut ("Old Chase"), which began brass rod operations in
1917.  The Company was formed in 1990 by Martin V. Alonzo, the Company's
Chairman, President and Chief Executive Officer, and Citicorp Venture Capital
Ltd. ("CVC") and certain affiliates of CVC for the purpose of acquiring the
assets and operations of the brass rod division of Old Chase, then a subsidiary
of BP America, Inc. (the "CBCC Acquisition").  The CBCC Acquisition was
consummated August 24, 1990, at which time the Company began operations.

      Leavitt.  On August 30, 1996, the Company acquired, through Leavitt, the
assets and operations of the steel tube division ("Old Leavitt") of UNR
Industries, Inc. ("UNR"), (the "Leavitt Acquisition").  Upon consummation of
the Leavitt Acquisition, Leavitt continued operations in the manufacture and
sale of structural and mechanical steel tubing and is a leading producer and
supplier in the United States.  Structural steel tubing is used in farm
equipment, non-residential construction and other commercial applications.
Mechanical steel tubing is used in a broad range of consumer and commercial
products, including furniture and fixtures, lawn-care products, storage racks,
exercise equipment, bicycles and machine tools.





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PRODUCTS

      CBCC.  CBCC principally produces round and hexagonal shaped brass rod in
sizes ranging from 5/16 inch to 4 inches in diameter, which are the primary
shapes and sizes used by consumers of free-machining and forging brass rod. The
main attributes of copper alloy rod are its excellent corrosion resistance, the
ease with which it can be machined or forged into a variety of shapes and its
moderate strength.  Free-machining brass rod is used to produce brass products,
such as valves and fittings, by a machining process during which the brass rod
is formed, drilled and cut.  Forging brass is used to produce brass products by
a process during which a heated slug cut from a rod is pressed into an
impression die and then machined.

      Leavitt.  Leavitt produces structural and mechanical electric resistance
welded steel tubing in square, rectangular and round shapes in sizes ranging
from 3/8 inch to 12 3/4 inches in outer diameter for round sizes and 1/2 inch
to 10 inch squares and equivalent rectangles.  Leavitt's structural steel
tubing is used in farm equipment, non- residential construction and other
commercial applications.  The advantages of structural steel tubing over other
structural products such as beams and channels include its high
strength-to-weight ratio, low surface area, low wind resistance, hollow
interior, good aesthetics and ease of fabrication.  Mechanical steel tubing is
used in a broad range of consumer and commercial products, including furniture
and fixtures, lawn-care products, storage racks, exercise equipment, bicycles
and machine tools.

BUSINESS STRATEGY

      The Company's business strategy is to increase profitability and
shareholder value through internal growth as well as through acquisitions.
Internal growth strategies focus on capital investment and continuous
productivity improvement programs and maintaining the Company's low-cost
position while retaining high standards of quality, on-time delivery and
service.  The Company's acquisition strategy focuses on continually expanding
its product offerings into complementary as well as other industries through
acquisitions and joint ventures that capitalize on the Company's operating
strengths, management experience and entrepreneurial philosophy in becoming an
engineered materials company.

Capital Investment and Continuing Productivity Improvement Programs

      CBCC.  CBCC  is committed to identifying and implementing programs
designed to increase plant utilization, productivity and profitability.  Since
the CBCC Acquisition, certain aspects of the manufacturing process have been
improved through reallocation of employee responsibilities and in-house
modifications of the manufacturing operations.  The Company also has completed
capital improvements which have improved the reliability and enhanced the
production capacity and productivity of CBCC's manufacturing facility.

      In 1996, CBCC launched the "Project 400" capital expansion project.  The
project is designed to increase foundry, extrusion and finishing capabilities
with an ultimate goal of increasing finished brass rod production capability by
one-third to approximately 400 million pounds annually by the end of the year
2000.  The first phase of the project was completed in early 1998 with the
installation of three new billet heaters that increase finished brass rod
capacity by about 17 percent.  The new billet heaters will also increase
productivity and quality.  The total cost of the first phase of the project was
approximately $12 million and was financed through a six-year operating lease
as described in Note 11 of Notes to Consolidated Financial Statements included
in Item 8.  During 1998, the focus of the second phase of the expansion will
involve project planing and establishing specifications for and ordering long-





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lead-time equipment.  The Company anticipates that future capital project costs
will be paid for with cash flow provided by operating activities.

      Leavitt. In second half 1997, a key cost saving measure was consolidating
Leavitt's Hammond, IN, facility into the nearby Chicago headquarters location
and transferring some of the production to the Jackson, MS, plant.  This
consolidation will improve customer service and contribute to improved earnings
in 1998.  Additionally, management continues to review the manufacturing
processes at each plant in order to identify capital improvement projects that
will improve the efficiency and productivity of the facilities and the
operations of Leavitt as a whole.  Leavitt's 1998 capital investment plan
includes replacement of older manufacturing equipment, purchase of new material
handing equipment and various sustaining projects.

ISO 9002 Certification

      CBCC and Leavitt have significant quality procedures and controls in
place in all aspects of its operations.  Effective February 11, 1996, CBCC
became the first U.S. brass rod mill to receive an ISO 9002 quality system
certification.  Leavitt has established a production-management steering
committee that is overseeing the process of obtaining ISO 9002 certification.
ISO 9002 is a quality system standard for manufacturers that has been adopted
by at least 74 nations.  The ISO 9002 quality system certification signifies a
quality system's adherence to the internationally recognized ISO standards.

Acquisitions

       The Leavitt Acquisition was the Company's first step in its strategy to
further grow earnings by becoming an engineered materials company.  The Company
has reviewed and continues to search for additional acquisition opportunities
that will further increase its product offerings and capitalize on the
Company's management skills.  The Company intends to pursue acquisitions and
joint ventures within its current as well as related products manufacturing
industries, as well as in other manufacturing industries, that utilize the
Company's operating strengths, management experience and entrepreneurial
philosophy.  In recent years the Company has investigated several domestic and
international acquisition opportunities.  However, future acquisitions will be
consummated only if the opportunities investigated have the specific operating
and financial characteristics which management believes are essential to
further the Company's business strategy and increase shareholder value.

MARKETING AND DISTRIBUTION

      The Company markets its products through a direct sales force whose
territory covers the United States and Canada.  Management believes that its
experienced sales force provides an important link with its customers and
increases the quality of its service.  The Company distributes its products to
a diverse customer base of over 700 companies in the United States and Canada.
The Company's customers include original equipment manufacturers, independent
fabricators, distributors and service centers.  CBCC's original equipment
manufacturing customers primarily are in the construction and remodeling,
industrial machinery and equipment, electrical and electronic, transportation
and consumer durable goods industries.  Leavitt's original equipment
manufacturing customers are in the farm equipment, non-residential construction
and consumer and commercial products industries.  Independent fabricators
produce products for sale to original equipment manufacturers, while
distribution





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and service centers supply products to original equipment manufacturers and
independent fabricators.   The Company's products are distributed either by
direct shipment from the manufacturing facilities or, in the case of brass rod,
by shipment from CBCC's warehouse in Los Angeles.  See "Item 2.  Properties."

COMPETITION

      The industries in which the Company operates are highly competitive.
Based on available industry data, the Company estimates that it supplied
approximately 33% of copper alloy rod and 9% of structural steel tubing shipped
by U.S. mills in 1997.  In addition to CBCC, there currently are six U.S.
companies operating a total of seven U.S. copper alloy rod mills, all of which
produce both free-machining and forging brass rod.  These competitors are Cerro
Metal Products Company, Inc., Mueller Brass Co., Inc., Extruded Metals Inc.,
Chicago Extruded Metals Company, Ansonia Copper & Brass, Inc., and Olin
Corporation.  The steel tubing industry's capacity exceeds demand, primarily
due to the many new market entrants in recent years.  Leavitt's primary
competitors in steel tubing include Welded Tube of America, Copperweld
Corporations' Tube Division and Bull Moose Tube Company.  Although the Company
competes with other manufacturers, the Company is unable to determine the
extent to which its competitors' product lines compete directly with the
Company's products because the competitors also produce products that the
Company does not produce.

      The Company also is subject to competition from imported products and
alternative materials, such as, with respect to CBCC, ceramics, plastics and
steel and, with respect to Leavitt, steel I-beams, channels and pre-cast
concrete.  The principal competitive factors in the Company's business are
price, quality, on-time delivery and service.  The Company believes that it is
an industry leader as a result of its ability to consistently provide a broad
range of high-quality products, on-time delivery and superior service at
competitive prices.  See "Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations -- General -- General Economic
and Industry Conditions."

RAW MATERIALS AND SUPPLIES

      The principal raw materials used by the Company are brass scrap and
carbon steel coils.  The Company believes adequate supplies of these raw
materials are available to the Company.  The Company does not rely on any one
supplier of raw materials and it does not believe that the loss of any one
source would have a material impact on its business.  See "Item 7. Management's
Discussion and Analysis of Financial Condition and Results of Operations --
General -- Operations."

CUSTOMERS

      Neither CBCC nor Leavitt depends on any single customer or group of
customers, the loss of any one or more of which would have a material adverse
effect on CBCC or Leavitt, respectively.  Also, during 1997, no customer or any
affiliated group of customers accounted for more than 10% of the Company's net
sales, and the Company does not anticipate that any customer or affiliated
group of customers will account for more than 10% of the Company's net sales in
1998.





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BACKLOG ORDERS

      As of February 20, 1998, the Company had backlog orders totaling $44
million.  As of February 19, 1997, the Company had backlog orders totaling $60
million.  The decrease from 1997 to 1998 is attributed primarily to shorter
order-to-shipment lead times throughout the brass rod industry and a 13%
reduction in CBCC's Metal Selling Price.  See "Item 7. Management's Discussion
and Analysis of Financial Condition and Results of Operations -- General --
General Economic and Industry Conditions."  The Company anticipates that all
current backlog orders will be filled during 1998, but is unable to estimate
the amount of backlog that will exist as of year end 1998.

TRADEMARKS

      The Company owns the registered trademarks CHASE and a centaur design
(which is CBCC's logo) in the United States and Canada, and the registered
trademark "BLUE DOT" and its design in the United States and Mexico, for use in
connection with CBCC's products.  The Company also owns the registered
trademarks CHASE BRASS & COPPER CO. and a centaur design in Mexico.  The
Company also owns, and has registrations pending in the United States, Canada
and Mexico for, the trademarks LEAVITT and a steel tube design.  Because of the
recognition of these trademarks in the industries in which CBCC and Leavitt
operate, the Company considers these intellectual property rights important to
its business.

EMPLOYEES

      At December 31, 1997, the Company had approximately 700 full-time
employees, of whom approximately 250 were salaried and approximately 450 were
hourly.  The Company believes that its relations with its employees are good
and currently does not anticipate any work stoppages.

REGULATION

Regulation of Lead in Drinking Water

      Effective August 6, 1996, amendments to the Safe Drinking Water Act were
enacted to regulate lead leachate and the lead content of plumbing fittings and
fixtures. The legislation called for the establishment of a voluntary lead
leaching standard within one year of the effective date of the statute. On
August 22, 1997, the U.S. Environmental Protection Agency (the "U.S. EPA")
accepted a performance-based lead leaching standard.  Plumbing fittings must be
in compliance with this new standard by August 1998.  Several CBCC customers
who have begun testing under the new standard already have demonstrated the
ability of their products manufactured with CBCC brass rod to meet the
performance requirements of the new standard, and the Company does not believe
that the new standard will have a material adverse effect on its business.

Environmental Regulation

      The Company's operations are subject to federal, state and local
pollution control laws and regulations relating to the discharge of hazardous
or regulated materials into the environment, the transport and sale of
hazardous materials and the disposal of certain materials and wastes.  These
laws and related regulations are changing constantly and, as a consequence, are
subject to differing interpretations by the agencies that administer them.





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Moreover, increasingly stringent regulations often result in the mandatory
implementation of additional and/or modified pollution control procedures and
processes which may result in material increases in compliance costs.

      For the above reasons, the Company cannot predict with certainty its
aggregate future capital expenditures for pollution control.  However, the
Company currently estimates that it will incur capital expenditures for
pollution control of approximately $500,000 in 1998, a portion of which may be
subject to reimbursement by certain affiliates of BP America, Inc., as the
owners of the assets of the brass rod division of Old Chase prior to the CBCC
Acquisition (collectively, "BP") under the Remediation Agreement and the CBCC
Purchase Agreement discussed below.  In addition, in connection with the
implementation of phase two of the proposed capacity expansion project at CBCC
(see "Business Strategy -- Capital Investment and Continuing Productivity
Improvement Programs -- CBCC"), the Company may be required to spend an
additional approximately $500,000 for related pollution control devices.
Estimates of capital expenditures for pollution control purposes beyond 1998
are even more uncertain.  However, assuming no significant manufacturing
process changes and no significant changes in applicable laws or regulations,
the Company currently anticipates that its capital expenditures for pollution
control purposes for 1999 will be approximately $500,000, and during the period
of 2000-2002 will aggregate approximately $1 million.  These estimates are
exclusive of expenditures associated with on- site remediation activities,
which the Company anticipates will be paid for by BP as more fully discussed
below, and pollution control devices that may be required in connection with
additional phases of the capacity expansion program.  The Company believes that
expenditures for pollution control equipment will continue to be required in
the future for continued compliance with applicable environmental laws and
regulations.

      Any capital expenditures for pollution control will affect earnings to
some degree since funds expended for this purpose generally provide minimal, if
any, monetary return on investment and may divert capital from income-producing
activities.  However, the Company does not believe that the current anticipated
capital expenditures for this purpose will have a material impact on the
Company's earnings or consolidated financial position.

      CBCC. In connection with the CBCC Acquisition, the Company and BP entered
into a remediation agreement (the "Remediation Agreement").  Under the terms of
the Remediation Agreement, BP is responsible for certain remediation activities
attributable to environmental releases which occurred prior to the CBCC
Acquisition at CBCC's manufacturing facility and the construction of a waste
water treatment plant to enable CBCC to comply with its waste water discharge
permit (the "Permit").  BP also is obligated under the CBCC Purchase Agreement
to indemnify the Company for liabilities arising out of certain environmental
conditions that existed as of the CBCC Acquisition date.  BP has performed
certain activities in this regard and has acknowledged liability for certain
releases of regulated substances into the environment which occurred prior to
the CBCC Acquisition.

      While CBCC's waste water treatment plant has been in operation since May
1993, CBCC is still experiencing occasional exceedances to certain limitations
contained in the Permit, resulting in violations of the Clean Water Act.  The
Ohio Environmental Protection Agency ("Ohio EPA") has not initiated any
enforcement action against CBCC for prior exceedances, but has indicated that
it may do so if violations of the Permit limits continue.  In early 1997, CBCC
identified certain conditions it believed to be contributing to the Permit
limit exceedances and undertook corrective measures that have reduced
significantly the Permit exceedances. Although certain Permit exceedances are
still being experienced on occasion, precluding





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CBCC's routine compliance with the Permit, CBCC has identified certain
additional conditions that may be contributing to the exceedances and is
actively working to correct these conditions.

      Preliminary studies conducted immediately prior to the CBCC Acquisition
indicated that the site upon which CBCC's manufacturing facility is located has
been contaminated by certain volatile organic compounds, including
trichloroethylene, as well as total petroleum hydrocarbons and certain metals
from historical operating practices.  BP conducted initial site investigation
activities in an effort to determine the extent of contamination and
appropriate cleanup methods.  After reviewing the results of that
investigation, CBCC determined that additional sampling was necessary to more
fully delineate the extent and magnitude of contamination and to identify
appropriate cleanup standards.  In October 1997, CBCC initiated additional
sampling that it believes is necessary to establish appropriate cleanup
standards and to identify available remedial methods and potential regulatory
constraints related to specific remedial methodologies.  The results of the
initial sampling conducted by BP, the additional sampling conducted by CBCC,
and input from the Ohio EPA will be used to develop a comprehensive remediation
plan for the site. The investigation is being conducted on a voluntary basis
with the concurrence of the Ohio EPA, and the Company anticipates that the
results of its sampling will be available in the late second quarter or early
third quarter of 1998.  Until the completion of additional investigatory
activities that are necessary and the development of a remediation plan for the
site, the Company will be unable to estimate with any degree of certainty the
extent of contamination or the amount of cleanup costs associated therewith.

      Leavitt.  Prior to the Leavitt Acquisition, five underground storage
tanks ("UST's") were removed from Leavitt's facility in Hammond, Indiana.
Prior to removal, one or more of the UST's released petroleum and other
chemical constituents into the environment.  Some contamination of groundwater
and soil at the Hammond facility remains in place.  Prior to the Leavitt
Acquisition, Old Leavitt had conducted sampling and had requested the Indiana
Department of Environment Management ("IDEM") to "close" the UST removal
project.  The IDEM has not yet issued a closure letter, and, in February 1997,
notified Leavitt that additional groundwater sampling will be required prior to
the IDEM considering closure.  Additional groundwater sampling was conducted in
fourth quarter 1997, and the final test results were submitted to the IDEM for
review.  Upon review of those test results, the IDEM has indicated that levels
of certain contaminants in the groundwater exceeded permissible limits and,
therefore, the IDEM would not issue a closure letter until four consecutive
quarterly monitoring cycles demonstrate no exceedances to the required limits.
The Company currently intends to engage a consultant to evaluate appropriate
actions to be taken with regard to the groundwater at Hammond in order to
receive a closure letter from the IDEM.  Until Leavitt's consultant has
completed its review and analysis of the Hammond facility and provided
available information regrading available options to Leavitt, the Company is
unable to determine what, if any, remedial activities may be required.
However, based on final test results from the sampling conducted in fourth
quarter 1997 and the contractual obligation of UNR to indemnify the Company for
pre-closing environmental conditions, the Company does not believe that the
cleanup costs associated with the environmental conditions at the Hammond
facility will have a material adverse effect on the Company's financial
position, results of operations or liquidity.  See Note 12 of Notes to
Consolidated Financial Statements included in Item 8.

      The Company is involved in certain environmental legal proceedings as
described in "Item 3. Legal Proceedings" and Note 12 of Notes to Consolidated
Financial Statements included in Item 8.





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<PAGE>   10
      The Company does not believe that costs that may be incurred in
connection with the investigation and cleanup associated with the environmental
matters discussed above will have a material adverse effect on the Company's
financial position, results of operations or liquidity.  For additional
information regarding the environmental matters referenced above, see "Item 7.
Management's Discussion and Analysis of Financial Condition and Results of
Operations -- Environmental Matters" and Note 12 of Notes to Consolidated
Financial Statements included in Item 8.

ITEM 2.  PROPERTIES

      The Company owns all of its facilities except as indicated below.  The
Company believes its plants are suitable for their purposes, are well
maintained and are adequately insured.

      CBCC.  CBCC's manufacturing facility and the Company's executive and
general offices are located on a 55-acre site owned by the Company in
Montpelier, Ohio, near the Indiana and Michigan borders.  CBCC's manufacturing
facility in Montpelier consists of one plant of approximately 140,000 square
feet.  The plant was constructed in 1965 expressly for the purpose of producing
free-machining brass rod and the Company believes that it is the most modern
brass rod facility in the United States.

      CBCC also leases a warehouse in Los Angeles, California, that contains
approximately 47,000 square feet of storage space.  The Los Angeles warehouse
lease expires in 2001.  The Los Angeles warehouse lease does not contain any
express renewal provisions, but the Company believes that the lease can be
renewed or comparable facilities can be obtained on terms acceptable to the
Company.

      CBCC manufactures substantially all of the brass rod it ships.  CBCC's
manufacturing facility has operated seven days a week, 24 hours a day, since
1981 (except for downtime relating to regular maintenance, capital improvements
and minor mechanical failures).  CBCC's "Project 400" capital expansion program
began in 1997 and is designed to further increase finished brass rod capacity
by one-third to about 400 million pounds annually.  See "Item 1. Business --
Business Strategy -- Capital Investment and Continuing Productivity Improvement
Programs -- CBCC."

      Leavitt.  Leavitt operates three manufacturing facilities, two in
Chicago, Illinois, and one in Jackson, Mississippi. The three facilities have a
total of over 900,000 square feet of manufacturing and office space.  The
facilities contain a total of 13 tube mills and four steel coil slitters.
Leavitt's production capacity is in excess of 1 billion pounds annually.
Leavitt's facilities are currently operating between one and three shifts daily
with utilization at approximately fifty percent of capacity.  All of Leavitt's
facilities are owned except for the Jackson facility which is leased.  In
second half 1997, Leavitt's Hammond, Indiana, facility was consolidated into
the Chicago headquarters and some production was transferred to the Jackson
plant.  See "Item 1. Business Strategy -- Capital Investment and Continuing
Productivity Improvement Programs -- Leavitt."

      The following table sets forth information concerning size, location, use
and nature of the principal manufacturing facilities owned or leased by
Leavitt.





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<TABLE>
<CAPTION>
Location               Square Feet             No. of Mills         No. of Slitters         Owned/Leased
--------               -----------             ------------         ---------------         ------------
<S>                        <C>                 <C>                        <C>                    <C>
Chicago, IL                450,000             6 mechanical               2                      owned
North Plant                                    2 structural

Chicago, IL                240,000             1 structural               1                      owned
South Plant

Jackson, MS                256,000             4 mechanical               1                      leased
</TABLE>

         The Jackson leases expire in 2001.  Under the leases, Leavitt may
purchase the land and facility based on the appraised value of the land at the
time of purchase and a scheduled payout for the facility and the improvements.
Upon expiration of the leases, the scheduled payout for the facility and
improvements (but not the land) is reduced to one dollar.

ITEM 3.  LEGAL PROCEEDINGS

         The Company is involved in certain claims and litigation as described
in Note 12, Commitments and Contingencies and Note 13, Subsequent Event, of
Notes to Consolidated Financial Statements included in "Item 8.  Financial
Statements and Supplementary Data."

         Note 13 of Notes to Consolidated Financial Statements discusses a
lawsuit entitled Ken-Chas Reserve Company and BP Exploration (Alaska) Inc. and
The Standard Oil Company v. Chase Industries Inc. and Chase Brass & Copper
Company, Inc. filed January 7, 1998.  In supplement to such information, by
letter dated March 23, 1998, based on the Company's failure to pay amounts
alleged in the Petition to be due and payable under the BP Note, BP has
declared the entire principal amount of the $20 million promissory note issued
to BP in conjunction with the CBCC Acquisition (the "BP Note") due and payable.
Also, on March 24, 1998, BP amended the Petition to seek, in addition to the
relief originally requested therein, a judgment in the amount of the
$20,000,000 principal amount of the BP Note.  As indicated in Note 13, the
Company disputes the allegations by BP regarding the BP Note, and believes the
lawsuit is without merit.

         In addition to the items discussed in Notes 12 and 13 of Notes to
Consolidated Financial Statements, in March 1998 CBCC received a notice from
the U.S. EPA of its potential identification as a PRP at two sites, one in
Kansas City, Kansas, and one in Kansas City, Missouri.  According to the
notice, the sites were operated by waste disposal companies from 1982 until
1987, during which time over 1500 parties sent materials containing
polychlorinated biphenyls ("PCB's") to the site.  Based on information provided
by the notice, it appears that a third party firm employed by Old Chase to
dispose of PCB-containing materials delivered PCB-containing materials to these
sites for treatment and/or disposal, and certain of such materials came from
Old Chase.  Pursuant to an Administrative Order on Consent with the U.S. EPA, a
group of PRP's at the sites are performing an Engineering Evaluation/Cost
Analysis ("EE/CA") to evaluate and compare different cleanup alternatives at
these sites.  In addition to the EE/CA, the notice indicates that the U.S. EPA
is planning to conduct removal activities at both facilities, which activities
may include a range of possibilities from cleaning up the contamination inside
the buildings and in the surrounding soils to demolition of the buildings, and
to perform follow-through activities to monitor, operate and maintain the
completed removal action.  As noted above, the alleged activities with respect
to these sites occurred between 1982 and 1987 and, therefore, CBCC has had no
contact with these sites.  Based on information provided with the notice, the
Company believes that the brass rod





                                       11
<PAGE>   12
division of Old Chase may have generated waste materials that were treated
and/or disposed of at these sites, and BP has been notified and has agreed to
assume the defense of this matter.

         The Company believes that CBCC has no liability for the cleanup costs
related to the sites described above because (a) such liability is attributable
to Old Chase, and (b) such liability arose from acts that occurred prior to the
CBCC Acquisition and, therefore, BP retained such liability under the CBCC
Purchase Agreement and is contractually obligated to indemnify the Company for
such liabilities.  To the extent CBCC incurs any cleanup costs with respect to
these sites, it intends to enforce its rights under the CBCC Purchase Agreement
to recover such amounts from BP.  In the event CBCC is entitled to recovery
from BP pursuant to the CBCC Purchase Agreement, or otherwise, but is unable to
collect such amounts from BP, the Company may elect to offset the amounts of
such recoveries against amounts payable under the BP Note to the extent is
legally is entitled to do so.

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

         There were no matters submitted to a vote of security holders, through
the solicitation of proxies or otherwise, during the fourth quarter of the
fiscal year ended December 31, 1997.

                                    PART II

ITEM 5.  MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED MATTERS

         The Company completed its initial public offering of Common Stock on
November 10, 1994 (the "Offering"), pursuant to which the Company sold
3,200,000 shares of Common Stock at a price to the public of $10.00 per share.
As of March 20, 1998, the Company had outstanding 6,030,516 shares of Common
Stock and 4,100,079 shares of Nonvoting Common Stock exchangeable on a
share-for-share basis into shares of Common Stock at the option of the holder
thereof.  There is no established public trading market for the Company's
Nonvoting Common Stock, all of which currently is held of record by CVC.

         The Company's Common Stock is listed and traded on the New York Stock
Exchange (the "NYSE") under the symbol "CSI."  The Common Stock began trading
on the NYSE on November 4, 1994.

         The following table sets forth, for the periods shown, the high and
low sales prices for the Common Stock as reported by the NYSE.  No cash
dividends were paid or declared with respect to such periods.
<TABLE>
<CAPTION>
                                                       1997                               1996
                                                       ----                               ----
                                                High            Low                High            Low
                                                ----            ---                ----            ---
         <S>                                 <C>             <C>                      <C>        <C>
         First quarter                       $ 24 1/8        $ 19 3/8             $ 14 3/4         $ 10 3/4
         Second quarter                      $ 24 3/8        $ 18 3/4             $ 20 3/8         $ 13 1/2
         Third quarter                       $ 2915/16       $ 23 1/8             $ 18 7/8         $ 16 1/8
         Fourth quarter                      $ 30 1/16       $ 22 3/8             $ 19 7/8         $ 17 1/4
</TABLE>

         As of March 20, 1998, the last reported sales price of the Company's
Common Stock, as reported by the NYSE, was $27.6875 per share, and the Common
Stock was held of record by approximately 133 holders.

         The Company has not paid or declared any dividends on shares of its
Common Stock.  The Company does not anticipate paying cash dividends on its
Common Stock in the





                                       12
<PAGE>   13
foreseeable future and anticipates that future earnings will be retained to
finance operations, expansion and acquisitions.  The payment of future cash
dividends will be at the sole discretion of the Company's Board of Directors
and will depend upon the Company's profitability, financial condition, cash
requirements, future earnings prospects and other factors deemed relevant by
the Company's Board of Directors.

         The Bank Credit Facility (as hereinafter defined) entered into by the
Company in conjunction with the Leavitt Acquisition also contains certain
restrictions on the Company's ability to pay dividends.  See "Item 7.
Management's Discussion and Analysis of Financial Condition and Results of
Operations -- Liquidity and Capital Resources -- Bank Credit Facility."

ITEM 6.  SELECTED FINANCIAL DATA

         The response to this item is included on page 14 of the Company's
Annual Report to Shareholders for the year ended December 31, 1997, and the
required information is incorporated herein by reference.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS

         The response to this item is included on pages 15 through 21 of the
Company's Annual Report to Shareholders for the year ended December 31, 1997,
and the required information  is incorporated herein by reference.

ITEM 8.  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

         The response to this item is included on pages 22 through 37 of the
Company's Annual Report to Shareholders for the year ended December 31, 1997,
and the required information  is incorporated herein by reference.

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
         FINANCIAL DISCLOSURE

            None.
                                    PART III

ITEM 10.  DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

         The response to this item is included in the Company's Proxy Statement
for its Annual Meeting of Stockholders to be held in 1998 and is incorporated
herein by reference.

ITEM 11.  EXECUTIVE COMPENSATION

         The response to this item is included in the Company's Proxy Statement
for its Annual Meeting of Stockholders to be held in 1998 and is incorporated
herein by reference.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

         The response to this item is included in the Company's Proxy Statement
for its Annual Meeting of Stockholders to be held in 1998 and is incorporated
herein by reference.





                                       13
<PAGE>   14
ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

         The response to this item is included in the Company's Proxy Statement
for its Annual Meeting of Stockholders to be held in 1998 and is incorporated
herein by reference.

                                    PART IV

ITEM 14.  EXHIBITS, FINANCIAL STATEMENTS, SCHEDULES AND REPORTS ON FORM 8-K

      (a) 1. FINANCIAL STATEMENTS

             Set forth below is a list of the Company's consolidated
             financial statements included in Part II, Item 8, by
             incorporation by reference to the Company's 1997 Annual Report
             to Shareholders (See Exhibit 13); page references correspond
             to the pages in the 1997 Annual Report to Shareholders on
             which such items appear.

                                                                        Page

             Quarterly Information (unaudited)  . . . . . . . . . . . . . . 22
             Consolidated Statement of Income for the Years Ended
                December 31, 1997, 1996 and 1995  . . . . . . . . . . . . . 23
             Consolidated Balance Sheet as of December 31, 1997
                and 1996  . . . . . . . . . . . . . . . . . . . . . . . . . 24
             Consolidated Statement of Changes in Stockholders' Equity
                for the Years Ended December 31, 1997,
                1996 and 1995 . . . . . . . . . . . . . . . . . . . . . . . 25
             Consolidated Statement of Cash Flows for the Years Ended
                December 31, 1997, 1996 and 1995  . . . . . . . . . . . . . 26
             Notes to  Consolidated Financial Statements  . . . . . . . .27-36
             Report of Independent Accountants (Financial Statements) . . . 37

          2. FINANCIAL STATEMENT SCHEDULES

             Report of Independent Accountants (Financial Statement
             Schedule) (page S-1)
             Schedule II - Valuation and Qualifying Accounts (page S-2)

             All other schedules are omitted because they are not
             applicable or not required or because the required information
             is included in the financial statements or notes thereto.

          3. EXHIBITS

             Exhibits followed by an (*) constitute management contracts or
             compensatory plans or arrangements.

<TABLE>
<CAPTION>
                 Exhibit
                 Number                    Description
                 ------                    -----------
               <S>      <C>   <C>
                 2.1    --    Sale and Purchase Agreement dated May 15, 1996, among Chase Brass Industries, Inc. (the
                              "Company"), Leavitt Structural Tubing Co. and UNR Industries, Inc. (incorporated by
                              reference to Exhibit 2.1 to



</TABLE>

                                      14
<PAGE>   15
<TABLE>
               <S>      <C>   <C>
                              the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 1996).

                 2.2    --    Amendment No. 1 to Sale and Purchase Agreement dated July 1, 1996, by and among the
                              Company, Leavitt Tube Company, Inc., a Delaware corporation and a wholly owned subsidiary
                              of the Company, Leavitt Structural Tubing Co., and UNR Industries, Inc. (incorporated by
                              reference to Exhibit 2.2 to the Company's Quarterly Report on Form 10-Q for the quarter
                              ended June 30, 1996).

                 2.3    --    Amendment No. 2 to Sale and Purchase Agreement dated as of August 29, 1996, among the
                              Company, Leavitt Tube Company, Inc., Leavitt Structural Tubing Co. and UNR Industries,
                              Inc.  (incorporated by reference to Exhibit 2.4 to the Company's Current Report on Form 8-
                              K filed with the Securities and Exchange Commission on September 13, 1996).

                 2.4    --    Assignment and Assumption Agreement dated June 27, 1996, by and between the Company and
                              Leavitt Tube Company, Inc. (incorporated by reference to Exhibit 2.3 to the Company's
                              Quarterly Report on Form 10-Q for the quarter ended June 30, 1996).

                 3.1    --    Restated Certificate of Incorporation of Chase Brass Industries, Inc., a Delaware
                              corporation (incorporated by reference to Exhibit 4.1 to the Company's Registration
                              Statement on Form S-8 dated December 9, 1994, Registration No. 33-87278).

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

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

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

                 4.3    --    Voting Agreement dated November 4, 1994, between the Company, CVC and Martin V. Alonzo
                              ("Mr. Alonzo") (incorporated by reference to Exhibit 4.5 to the Company's Registration
                              Statement on Form S-8 dated December 9, 1994, Registration No. 33-87278).

                10.1    --    Credit Agreement by and among the Company, the banks referred to therein and PNC Bank,
                              National Association, as Agent, dated as of August 30, 1996 (incorporated by reference to
                              Exhibit 99.1 to the



</TABLE>

                                      15
<PAGE>   16
<TABLE>
               <S>      <C>   <C>
                              Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on
                              September 13, 1996).

                10.2*   --    Employment Agreement dated November 10, 1994, between the Company and Mr. Alonzo
                              (incorporated by reference to Exhibit 10.3 to the Company's Annual Report on Form 10-K for
                              the year ended December 31, 1994).

                10.3*   --    Employment Agreement dated October 28, 1996, between Chase Brass & Copper Company, Inc., a
                              wholly owned subsidiary of the Company, and Duane R. Grossett (incorporated by reference
                              to Exhibit 10.3 to the Company's Annual Report on Form 10-K for the year ended December
                              31, 1996).

                10.4*   --    Chase Brass Industries, Inc., 1994 Long-Term Incentive Plan, as amended effective as of
                              October 21, 1996 (incorporated by reference to Exhibit 10.4 to the Company's Annual Report
                              on Form 10-K for the year ended December 31, 1996).

                10.5    --    Indemnification Agreement dated November 10, 1994, between the Company and Mr. Alonzo
                              (incorporated by reference to Exhibit 10.6 to the Company's Annual Report on Form 10-K for
                              the year ended December 31, 1994).

                10.6    --    Schedule identifying additional documents substantially identical to the Indemnification
                              Agreement included as Exhibit 10.5 and setting forth the material details in which those
                              documents differ from that document (incorporated by reference to Exhibit 10.6 to the
                              Company's Annual Report on Form 10-K for the year ended December 31, 1996).

                10.7    --    Registration Rights Agreement dated November 10, 1994, by and among the Company, CVC and
                              Mr. Alonzo (incorporated by reference to Exhibit 10.7 to the Company's Annual Report on
                              Form 10-K for the year ended December 31, 1994).

                10.8    --    Asset Purchase Agreement dated May 10, 1990, as amended, by and among the Company, CBC
                              Acquisition Corporation (a wholly-owned subsidiary of the Company now named Chase Brass &
                              Copper Company, Inc.  ("CBCC"), Chase Brass & Copper Company, Incorporated, a Delaware
                              corporation now named Ken-Chas Reserve Co. ("Old Chase"), BP Exploration (Alaska), Inc.
                              ("BP") and The Standard Oil Company ("Standard") (incorporated by reference to Exhibit
                              10.5 to the Company's Registration Statement on Form S-1 as filed with the Securities and
                              Exchange Commission on November 3, 1994, Registration No. 33-83178).

                10.9    --    Subordinated Promissory Note dated August 24, 1990, between the Company and CBCC
                              (incorporated by reference to Exhibit 10.8 to the Company's Registration Statement on Form
                              S-1 as filed with the

</TABLE>



                                      16
<PAGE>   17
<TABLE>
               <S>      <C>   <C>
                              Securities and Exchange Commission on November 3, 1994, Registration No. 33-83178).

                10.10   --    Remediation Agreement dated August 24, 1990, by and among the Company, CBCC, BP and
                              Standard (incorporated by reference to Exhibit 10.10 to the Company's Registration
                              Statement on Form S-1 as filed with the Securities and Exchange Commission on November 3,
                              1994, Registration No. 33-83178).

                10.11   --    Tolling Agreement dated May 4, 1994, by and among the Company, CBCC, Old Chase, BP and
                              Standard (incorporated by reference to Exhibit 10.13 to the Company's Registration
                              Statement on Form S-1 as filed with the Securities and Exchange Commission on November 3,
                              1994, Registration No. 33-83178).

                10.12   --    Lease Agreement dated October 14, 1985, between UNR Industries, Inc., UNR-Leavitt
                              Division, as lessee, and Madison Country Economic Development Authority (formerly known as
                              Industrial Development Authority of Madison County), as lessor, regarding certain real
                              property and improvements located in Madison County, Mississippi ("Madison Lease (1985)")
                              (incorporated by reference to Exhibit 10.12 to the Company's Annual Report on Form 10-K
                              for the year ended December 31, 1996).

                10.13   --    Assignment and Consent Agreement dated August 28, 1996, assigning the Madison Lease (1985)
                              from UNR Industries, Inc. to Leavitt Tube Company, Inc. ("Leavitt") (incorporated by
                              reference to Exhibit 10.13 to the Company's Annual Report on Form 10-K for the year ended
                              December 31, 1996).

                10.14   --    Lease Agreement dated October 14, 1988, between UNR Industries, Inc., UNR-Leavitt
                              Division, as lessee, and Madison Country Economic Development Authority (formerly known as
                              Industrial Development Authority of Madison County), as lessor, regarding certain real
                              property and improvements located in Madison County, Mississippi ("Madison Lease (1988)")
                              (incorporated by reference to Exhibit 10.14 to the Company's Annual Report on Form 10-K
                              for the year ended December 31, 1996).

                10.15   --    Assignment and Consent Agreement dated August 28, 1996, assigning the Madison Lease (1988)
                              from UNR Industries, Inc. to Leavitt (incorporated by reference to Exhibit 10.15 to the
                              Company's Annual Report on Form 10-K for the year ended December 31, 1996).

                10.16*  --    CBCC Benefit Restoration Plan (incorporated by reference to Exhibit 10.16 to the Company's
                              Annual Report on Form 10-K for the year ended December 31, 1996).

                10.17*  --    Leavitt Supplemental Executive Retirement Plan (incorporated by reference to Exhibit 10.17
                              to the Company's Annual Report on Form 10-K for the year ended December 31, 1996).



</TABLE>

                                      17

<PAGE>   18
<TABLE>
               <S>      <C>   <C>
               +10.18   --    Participation Agreement dated as of December 23, 1997, among CBCC, as Lessee, ABN Amro
                              Bank N.V., as Lessor, ABN Amro Bank N.V. and Credit Agricole IndoSuez, as Participants,
                              and ABN Amro Bank N.V., as Agent, regarding lease of equipment at CBCC's Montpelier, Ohio,
                              facility.

               +10.19   --    Master Lease dated as of December 23, 1997, between ABN Amro Bank N.V., as Lessor, and
                              CBCC, as Lessee, regarding lease of equipment at CBCC's Montpelier, Ohio, facility.

               +10.20   --    Lease Supplement No. 1 dated as of December 23, 1997, between ABN Amro Bank N.V., as
                              Lessor, and CBCC, as Lessee, supplementing the Master Lease filed herewith as Exhibit
                              10.19.

               +10.21   --    Lease Supplement No. 2 dated as of February 2, 1998, between ABN Amro Bank N.V., as
                              Lessor, and CBCC, as Lessee, supplementing the Master Lease filed herewith as Exhibit
                              10.19.

               +10.22   --    Appendix 1 (Definitions) to Participation Agreement filed herewith as Exhibit 10.18 and
                              Master Lease filed herewith as Exhibit 10.19.

               +10.23   --    Guarantee dated as of December 23, 1997, from the Company, as Obligor, to ABN Amro Bank
                              N.V., as Agent, guaranteeing obligations of CBCC under Participation Agreement filed
                              herewith as Exhibit 10.18 and Master Lease filed herewith as Exhibit 10.19.

               +13      --    Portions of Chase Industries Inc. 1997 Annual Report to Shareholders incorporated into
                              this Form 10-K by reference.

                21      --    List of Subsidiaries of the Company  (incorporated by reference to Exhibit 21 to the
                              Company's Annual Report on Form 10-K for the year ended December 31, 1996).

               +23      --    Consent of Coopers & Lybrand L.L.P.

               +27      --    Financial Data Schedules (EDGAR filing only).

</TABLE>
-------------

+  Filed herewith


         (b)      REPORTS ON FORM 8-K

                  No Current Report on Form 8-K was filed by the Company during
                  the fourth quarter of 1997.





                                      18
<PAGE>   19
                                   SIGNATURES

         Pursuant to the requirements of Section 13 or 15(d) 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.

                                           CHASE INDUSTRIES INC.

Date:  March 27, 1998                      By:    /s/  MARTIN V. ALONZO
                                             ---------------------------------
                                              Martin V. Alonzo
                                              Chairman of the Board, President
                                              and Chief Executive Officer

         Pursuant to the requirements of the Securities Exchange Act of 1934,
this report has been signed below by the following persons on behalf of the
Registrant and in the capacities and on the dates indicated.

<TABLE>
<CAPTION>
                 Signature                                      Title                                 Date
                 ---------                                      -----                                 ----
  <S>  <C>                                                  <C>                                   <C>
  /s/  MARTIN V. ALONZO                                     Chairman of the Board,                March 27, 1998
--------------------------------------------                President, Chief Executive
       Martin V. Alonzo                                     Officer and Director (Principal
                                                            Executive Officer, Principal
                                                            Financial Officer and Principal
                                                            Accounting Officer)


  /s/  MICHAEL T. SEGRAVES                                  Chief Financial Officer               March 27, 1998
--------------------------------------------                (Principal Financial Officer and
       Michael T. Segraves                                  Principal Accounting Officer)


  /s/  RAYMOND E. CARTLEDGE                                 Director                              March 27, 1998
--------------------------------------------
       Raymond E. Cartledge

  /s/  CHARLES E. CORPENING                                 Director                              March 27, 1998
--------------------------------------------
           Charles E. Corpening
                                                            Director                              March 27, 1998
  /s/  DONALD J, DONAHUE
--------------------------------------------
           Donald J. Donahue
                                                            Director                              March 27, 1998
  /s/  JOHN R. KENNEDY
--------------------------------------------
           John R. Kennedy
                                                            Director                              March   , 1998

--------------------------------------------
           Thomas F. McWilliams
                                                            Director                              March 27, 1998
  /s/  WILLIAM R. TOLLER
--------------------------------------------
           William R. Toller



</TABLE>


                                       19
<PAGE>   20
                       REPORT OF INDEPENDENT ACCOUNTANTS
                        ON FINANCIAL STATEMENT SCHEDULE



To the Board of Directors and Stockholders of Chase Industries Inc.:

Our report on the consolidated financial statements of Chase Industries Inc.
has been incorporated by reference in this Form 10-K from page 37 of the 1997
Annual Report to Stockholders of Chase Industries Inc.  In connection with our
audits of such financial statements, we have also audited the related financial
statement schedule listed in Item 14(a)(2) of this Form 10-K.

In our opinion, the financial statement schedule referred to above, when
considered in relation to the basic financial statements taken as a whole,
presents fairly, in all material respects, the information required to be
included therein.

/s/ Coopers & Lybrand L.L.P.


Detroit, Michigan
February 4, 1998





                                     S-1

<PAGE>   21
                             CHASE INDUSTRIES INC.
                             (PARENT COMPANY ONLY)

                 SCHEDULE II--VALUATION AND QUALIFYING ACCOUNTS
                                 (IN THOUSANDS)

<TABLE>
<CAPTION>
                                Balance at    Additions     Charged to                    Balance at
                                Beginning     Cost and        Other                          End
                                of Period     Expenses       Accounts       Deductions     of Period
                                ---------     --------       --------       ----------    ---------
<S>                              <C>         <C>             <C>            <C>           <C>
YEAR ENDED DECEMBER 31, 1997
  Allowance for doubtful accounts
     and claims                   $1,236     $        84     $      --      $     34      $     1,286
                                  ======     ===========     =========      ========      ===========

YEAR ENDED DECEMBER 31, 1996
  Allowance for doubtful accounts
     and claims                   $1,036     $       201     $       --     $       1     $     1,236
                                  ======     ===========     ==========     =========     ===========

YEAR ENDED DECEMBER 31, 1995
  Allowance for doubtful accounts
     and claims                   $1,036     $          2    $       --     $       2     $    1,036
                                  =======    =============   ==========     =========     ==========


</TABLE>



                                     S-2

<PAGE>   22
                               INDEX TO EXHIBITS

Exhibits followed by an (*) constitute management contracts or compensatory
plans or arrangements.

<TABLE>
<CAPTION>
EXHIBIT                                                                              SEQUENTIALLY
NUMBER                            DESCRIPTION                                        NUMBERED PAGE
------                            -----------                                        -------------
<S> <C>      <C>                                                                     <C>
    2.1      --   Sale and Purchase Agreement dated May 15, 1996, among Chase
                  Brass Industries, Inc. (the "Company"), Leavitt Structural
                  Tubing Co. and UNR Industries, Inc. (incorporated by reference
                  to Exhibit 2.1 to the Company's Quarterly Report on Form 10-Q
                  for the quarter ended June 30, 1996).

    2.2      --   Amendment No. 1 to Sale and Purchase Agreement dated July 1,
                  1996, by and among the Company, Leavitt Tube Company, Inc., a
                  Delaware corporation and a wholly owned subsidiary of the
                  Company, Leavitt Structural Tubing Co., and UNR Industries,
                  Inc. (incorporated by reference to Exhibit 2.2 to the
                  Company's Quarterly Report on Form 10-Q for the quarter ended
                  June 30, 1996).

    2.3      --   Amendment No. 2 to Sale and Purchase Agreement dated as of
                  August 29, 1996, among the Company, Leavitt Tube Company,
                  Inc., Leavitt Structural Tubing Co. and UNR Industries, Inc.
                  (incorporated by reference to Exhibit 2.4 to the Company's
                  Current Report on Form 8-K filed with the Securities and
                  Exchange Commission on September 13, 1996).

    2.4      --   Assignment and Assumption Agreement dated June 27, 1996, by
                  and between the Company and Leavitt Tube Company, Inc.
                  (incorporated by reference to Exhibit 2.3 to the Company's
                  Quarterly Report on Form 10-Q for the quarter ended June 30,
                  1996).

    3.1      --   Restated Certificate of Incorporation of Chase Brass
                  Industries, Inc., a Delaware corporation (incorporated by
                  reference to Exhibit 4.1 to the Company's Registration
                  Statement on Form S-8 dated December 9, 1994, Registration No.
                  33-87278).

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

</TABLE>

<PAGE>   23
<TABLE>

<CAPTION>

EXHIBIT                                                                              SEQUENTIALLY
NUMBER                            DESCRIPTION                                        NUMBERED PAGE
------                            -----------                                        -------------

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

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

    4.3      --   Voting Agreement dated November 4, 1994, between the Company,
                  CVC and Martin V. Alonzo ("Mr. Alonzo") (incorporated by
                  reference to Exhibit 4.5 to the Company's Registration
                  Statement on Form S-8 dated December 9, 1994, Registration No.
                  33-87278).

   10.1      --   Credit Agreement by and among the Company, the banks referred
                  to therein and PNC Bank, National Association, as Agent, dated
                  as of August 30, 1996 (incorporated by reference to Exhibit
                  99.1 to the Company's Current Report on Form 8-K filed with
                  the Securities and Exchange Commission on September 13, 1996).

   10.2*     --   Employment Agreement dated November 10, 1994, between the
                  Company and Mr. Alonzo (incorporated by reference to Exhibit
                  10.3 to the Company's Annual Report on Form 10-K for the year
                  ended December 31, 1994).

   10.3*     --   Employment Agreement dated October 28, 1996, between Chase
                  Brass & Copper Company, Inc., a wholly owned subsidiary of the
                  Company, and Duane R. Grossett (incorporated by reference to
                  Exhibit 10.3 to the Company's Annual Report on Form 10-K for
                  the year ended December 31, 1996).

   10.4*     --   Chase Brass Industries, Inc., 1994 Long-Term Incentive Plan,
                  as amended effective as of October 21, 1996 (incorporated by
                  reference to Exhibit 10.4 to the Company's Annual Report on
                  Form 10-K for the year ended December 31, 1996).



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EXHIBIT                                                                              SEQUENTIALLY
NUMBER                            DESCRIPTION                                        NUMBERED PAGE
------                            -----------                                        -------------

<S> <C>      <C>
   10.5      --   Indemnification Agreement dated November 10, 1994, between the
                  Company and Mr. Alonzo (incorporated by reference to Exhibit
                  10.6 to the Company's Annual Report on Form 10-K for the year
                  ended December 31, 1994).

   10.6      --   Schedule identifying additional documents substantially
                  identical to the Indemnification Agreement included as Exhibit
                  10.5 and setting forth the material details in which those
                  documents differ from that document (incorporated by reference
                  to Exhibit 10.6 to the Company's Annual Report on Form 10-K
                  for the year ended December 31, 1996).

   10.7      --   Registration Rights Agreement dated November 10, 1994, by and
                  among the Company, CVC and Mr. Alonzo (incorporated by
                  reference to Exhibit 10.7 to the Company's Annual Report on
                  Form 10-K for the year ended December 31, 1994).

   10.8      --   Asset Purchase Agreement dated May 10, 1990, as amended, by
                  and among the Company, CBC Acquisition Corporation (a
                  wholly-owned subsidiary of the Company now named Chase Brass &
                  Copper Company, Inc. ("CBCC"), Chase Brass & Copper Company,
                  Incorporated, a Delaware corporation now named Ken-Chas
                  Reserve Co.("Old Chase"), BP Exploration (Alaska), Inc. ("BP")
                  and The Standard Oil Company ("Standard") (incorporated by
                  reference to Exhibit 10.5 to the Company's Registration
                  Statement on Form S-1 as filed with the Securities and
                  Exchange Commission on November 3, 1994, Registration No.
                  33-83178).

   10.9      --   Subordinated Promissory Note dated August 24, 1990, between
                  the Company and CBCC (incorporated by reference to Exhibit
                  10.8 to the Company's Registration Statement on Form S-1 as
                  filed with the Securities and Exchange Commission on November
                  3, 1994, Registration No. 33-83178).

   10.10     --   Remediation Agreement dated August 24, 1990, by and among the
                  Company, CBCC, BP and Standard (incorporated by reference to
                  Exhibit 10.10 to the Company's Registration Statement on Form
                  S-1 as filed with the Securities and Exchange Commission on
                  November 3, 1994, Registration No. 33-83178).


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<PAGE>   25
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<CAPTION>

EXHIBIT                                                                              SEQUENTIALLY
NUMBER                            DESCRIPTION                                        NUMBERED PAGE
------                            -----------                                        -------------

<S> <C>      <C>
   10.11     --   Tolling Agreement dated May 4, 1994, by and among the Company,
                  CBCC, Old Chase, BP and Standard (incorporated by reference to
                  Exhibit 10.13 to the Company's Registration Statement on Form
                  S-1 as filed with the Securities and Exchange Commission on
                  November 3, 1994, Registration No. 33-83178).

   10.12     --   Lease Agreement dated October 14, 1985, between UNR
                  Industries, Inc., UNR-Leavitt Division, as lessee, and Madison
                  Country Economic Development Authority (formerly known as
                  Industrial Development Authority of Madison County), as
                  lessor, regarding certain real property and improvements
                  located in Madison County, Mississippi ("Madison Lease
                  (1985)") (incorporated by reference to Exhibit 10.12 to the
                  Company's Annual Report on Form 10-K for the year ended
                  December 31, 1996).

   10.13     --   Assignment and Consent Agreement dated August 28, 1996,
                  assigning the Madison Lease (1985) from UNR Industries, Inc.
                  to Leavitt Tube Company, Inc. ("Leavitt") (incorporated by
                  reference to Exhibit 10.13 to the Company's Annual Report on
                  Form 10-K for the year ended December 31, 1996).

   10.14     --   Lease Agreement dated October 14, 1988, between UNR
                  Industries, Inc., UNR-Leavitt Division, as lessee, and Madison
                  Country Economic Development Authority (formerly known as
                  Industrial Development Authority of Madison County), as
                  lessor, regarding certain real property and improvements
                  located in Madison County, Mississippi ("Madison Lease
                  (1988)") (incorporated by reference to Exhibit 10.14 to the
                  Company's Annual Report on Form 10-K for the year ended
                  December 31, 1996).

   10.15     --   Assignment and Consent Agreement dated August 28, 1996,
                  assigning the Madison Lease (1988) from UNR Industries, Inc.
                  to Leavitt (incorporated by reference to Exhibit 10.15 to the
                  Company's Annual Report on Form 10-K for the year ended
                  December 31, 1996).

   10.16*    --   CBCC Benefit Restoration Plan (incorporated by reference to
                  Exhibit 10.16 to the Company's Annual Report on Form 10-K for
                  the year ended December 31, 1996).

   10.17*    --   Leavitt Supplemental Executive Retirement Plan (incorporated
                  by reference to Exhibit 10.17 to the Company's Annual Report
                  on Form 10-K for the year ended December 31, 1996).




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<PAGE>   26
<TABLE>

<CAPTION>

EXHIBIT                                                                              SEQUENTIALLY
NUMBER                            DESCRIPTION                                        NUMBERED PAGE
------                            -----------                                        -------------

<S> <C>      <C>
  +10.18     --   Participation Agreement dated as of December 23, 1997, among
                  CBCC, as Lessee, ABN Amro Bank N.V., as Lessor, ABN Amro Bank
                  N.V. and Credit Agricole IndoSuez, as Participants, and ABN
                  Amro Bank N.V., as Agent, regarding lease of equipment at
                  CBCC's Montpelier, Ohio, facility.

  +10.19     --   Master Lease dated as of December 23, 1997, between ABN Amro
                  Bank N.V., as Lessor, and CBCC, as Lessee, regarding lease of
                  equipment at CBCC's Montpelier, Ohio, facility.

  +10.20     --   Lease Supplement No. 1 dated as of December 23, 1997, between
                  ABN Amro Bank N.V., as Lessor, and CBCC, as Lessee,
                  supplementing the Master Lease filed herewith as Exhibit
                  10.19.

  +10.21     --   Lease Supplement No. 2 dated as of February 2, 1998, between
                  ABN Amro Bank N.V., as Lessor, and CBCC, as Lessee,
                  supplementing the Master Lease filed herewith as Exhibit
                  10.19.

  +10.22     --   Appendix 1 (Definitions) to Participation Agreement filed
                  herewith as Exhibit 10.18 and Master Lease filed herewith as
                  Exhibit 10.19.

  +10.23     --   Guarantee dated as of December 23, 1997, from the Company, as
                  Obligor, to ABN Amro Bank N.V., as Agent, guaranteeing
                  obligations of CBCC under Participation Agreement filed
                  herewith as Exhibit 10.18 and Master Lease filed herewith as
                  Exhibit 10.19.

  +13        --   Portions of Chase Industries Inc. 1997 Annual Report to
                  Shareholders incorporated into this Form 10-K by reference.

   21        --   List of Subsidiaries of the Company  (incorporated by
                  reference to Exhibit 21 to the Company's Annual Report on Form
                  10-K for the year ended December 31, 1996).

  +23        --  Consent of Coopers & Lybrand L.L.P.

  +27        --  Financial Data Schedules (EDGAR filing only).


</TABLE>
---------
+  Filed herewith