<PAGE>


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

                                    FORM 10-Q


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

         For the quarterly period ended    JUNE 26, 1999
                                        ----------------------

                                       OR

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

         For the transition period from                 to
                                        ---------------    ---------------

         Commission file number     333-05978
                                --------------------

                            EURAMAX INTERNATIONAL PLC
             (Exact name of registrant as specified in its charter)

             ENGLAND AND WALES                           98-1066997
      (State or other jurisdiction of       (I.R.S. Employer Identification No.)
       incorporation or organization)

     5445 TRIANGLE PARKWAY, SUITE 350,
              NORCROSS, GEORGIA                             30092
  (Address of principal executive offices)               (Zip Code)

         Registrant's telephone number, including area code 770-449-7066

         Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
                                [ X ] Yes [ ] No

         As of August 2, 1999, Registrant had outstanding 1,000,000 Ordinary
Shares and 34,000,000 Preference Shares.

                                  Page 1 of 27
                        Exhibit Index located on page 25



<PAGE>


                         PART I - FINANCIAL INFORMATION

ITEM 1.  FINANCIAL STATEMENTS


                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

<TABLE>
<CAPTION>

                                                                 QUARTERS ENDED                   SIX MONTHS ENDED
                                                         --------------------------------  -------------------------------
                                                            JUNE 26,         JUNE 27,         JUNE 26,        JUNE 27,
                                                              1999             1998             1999            1998
                                                         ----------------  --------------  ---------------  --------------

<S>                                                        <C>               <C>             <C>              <C>
Net sales                                                  $     156,199     $   160,434     $    288,586     $   303,523

Costs and expenses:
     Cost of goods sold                                          123,934         130,572          231,724         249,989
     Selling and general                                          14,189          12,736           27,361          24,815
     Depreciation and amortization                                 3,437           3,057            6,827           6,111
                                                         ----------------  --------------  ---------------  --------------
        Earnings from operations                                  14,639          14,069           22,674          22,608

Interest expense, net                                            (5,373)         (6,074)         (10,631)        (12,134)
Other expenses, net                                                (223)            (91)            (802)           (132)
                                                         ----------------  --------------  ---------------  --------------
        Earnings before income taxes                               9,043           7,904           11,241          10,342
Provision for income taxes                                         3,812           3,366            4,772           4,385
                                                         ----------------  --------------  ---------------  --------------
        Net earnings                                               5,231           4,538            6,469           5,957
Dividends on redeemable preference shares                          1,678           1,463            3,300           2,876
                                                         ----------------  --------------  ---------------  --------------
Net earnings available for ordinary shareholders           $       3,553     $     3,075     $      3,169     $     3,081
                                                         ----------------  --------------  ---------------  --------------
                                                         ----------------  --------------  ---------------  --------------
</TABLE>

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



                                       2

<PAGE>




                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
                      CONDENSED CONSOLIDATED BALANCE SHEETS
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)


<TABLE>
<CAPTION>

                                                                                      JUNE 26,            DECEMBER 25,
                                                                                        1999                  1998
                                                                                  ------------------    ------------------
                                                         ASSETS
<S>                                                                                  <C>                   <C>
Current assets:
     Cash and equivalents                                                            $       16,345        $       19,044
     Accounts receivable, net                                                                93,613                81,845
     Inventories                                                                             77,546                74,735
     Other current assets                                                                     5,477                 4,585
                                                                                  ------------------    ------------------
          Total current assets                                                              192,981               180,209
Property, plant and equipment, net                                                          115,578               117,080
Goodwill, net                                                                                86,217                76,047
Deferred income taxes                                                                         8,540                 8,588
Other assets                                                                                  8,436                 6,725
                                                                                  ------------------    ------------------
                                                                                     $      411,752        $      388,649
                                                                                  ------------------    ------------------
                                                                                  ------------------    ------------------

                                           LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
     Cash overdrafts                                                                 $        3,022        $        1,513
     Accounts payable                                                                        59,060                51,862
     Accrued expenses and other current liabilities                                          25,533                25,616
     Income taxes payable                                                                     7,567                 3,478
     Current maturities of long-term debt                                                     7,832                 9,182
                                                                                  ------------------    ------------------
          Total current liabilities                                                         103,014                91,651
Long-term debt, less current maturities                                                     223,592               208,496
Other liabilities                                                                             9,676                13,100
Deferred income taxes                                                                        16,365                19,398
                                                                                  ------------------    ------------------
          Total liabilities                                                                 352,647               332,645
                                                                                  ------------------    ------------------
Redeemable preference shares                                                                 49,639                46,339
                                                                                  ------------------    ------------------
Ordinary shareholders' equity:
     Ordinary shares                                                                          1,000                 1,000
     Retained earnings                                                                       14,516                11,347
     Accumulated other comprehensive loss                                                   (6,050)               (2,682)
                                                                                  ------------------    ------------------
             Total ordinary shareholders' equity                                              9,466                 9,665
                                                                                  ------------------    ------------------
                                                                                  ------------------    ------------------
                                                                                     $      411,752        $      388,649
                                                                                 -------------------    ------------------
                                                                                 -------------------     ------------------

</TABLE>


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



                                       3
<PAGE>


                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
                 CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

<TABLE>
<CAPTION>


                                                                                              SIX MONTHS ENDED
                                                                                  -----------------------------------------
                                                                                       JUNE 26,              JUNE 27,
                                                                                         1999                  1998
                                                                                  -------------------   -------------------
<S>                                                                                  <C>                   <C>
Net cash provided by operating activities                                            $         7,353       $         4,010
                                                                                  -------------------   -------------------

Cash flows from investing activities:
      Purchases of businesses                                                               (22,714)                     -
      Proceeds from sales of assets                                                              588                   502
      Capital expenditures                                                                   (6,049)               (6,241)
                                                                                  -------------------   -------------------
           Net cash used in investing activities                                            (28,175)               (5,739)
                                                                                  -------------------   -------------------
Cash flows from financing activities:
      Repayments of long-term debt                                                          (19,255)              (13,421)
      Proceeds from long-term debt                                                            33,700                13,573
      Other                                                                                    1,509                     -
                                                                                  -------------------   -------------------
            Net cash provided by financing activities                                         15,954                   152
                                                                                  -------------------   -------------------
Effect of exchange rate changes on cash                                                        2,169                 1,819
                                                                                  -------------------   -------------------
Net increase (decrease) in cash and equivalents                                              (2,699)                   242
Cash and equivalents at beginning of period                                                   19,044                12,914
                                                                                  -------------------   -------------------
Cash and equivalents at end of period                                                $        16,345       $        13,156
                                                                                  -------------------   -------------------
                                                                                  -------------------   -------------------

Non-cash investing and financing activities:
      Payables for certain non-compete agreements and working capital
         adjustments associated with purchases of businesses                         $           877       $             -
      Dividends accrued on redeemable preference shares                              $         3,300       $         2,876

</TABLE>

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




                                       4

<PAGE>


                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

1.   BASIS OF PRESENTATION:

For purposes of this report the "Company" refers to Euramax International plc
("Euramax") and Subsidiaries, collectively.

The Condensed Consolidated Financial Statements of the Company have been
prepared in accordance with the rules and regulations of the Securities and
Exchange Commission (the "SEC"). In the opinion of the management of the
Company, these statements include all adjustments necessary for a fair
presentation of the results of all interim periods reported herein. All
adjustments are of a normal recurring nature unless otherwise disclosed.
Management believes that the disclosures made are adequate for a fair
presentation of results of operations, financial position and cash flows. These
Condensed Consolidated Financial Statements should be read in conjunction with
the year-end consolidated financial statements and accompanying notes included
in the Company's Annual Report on Form 10-K for the year ended December 25,
1998. Operating results for the period ended June 26, 1999, are not necessarily
indicative of future results that may be expected for the year ending December
31, 1999.

On February 5, 1999, the Company's wholly owned subsidiary, Amerimax Home
Products, Inc., purchased certain assets related to the building materials
business of Unimet Manufacturing, Inc. ("Unimet") for approximately $3.3
million, including transaction expenses of approximately $135.4 thousand. As of
June 26, 1999, approximately $2.8 million was paid in cash. The remaining
purchase price of $500.0 thousand, representing consideration for certain
non-compete agreements, will be paid in equal installments over the next five
years.

On April 23, 1999, the Company's wholly owned subsidiary, Euramax Coated
Products Limited, purchased all of the issued and outstanding capital stock of
Color Clad plc ("Color Clad") for approximately $3.8 million, including
transaction expenses of approximately $127.2 thousand.

On June 3, 1999, the Company's wholly owned subsidiary, Amerimax Fabricated
Products, Inc., purchased all of the issued and outstanding capital stock of
Atlanta Metal Products, Inc. ("AMP") for approximately $16.5 million, including
estimated adjustments for changes in working capital required by the purchase
agreement and approximately $548.0 thousand of transaction expenses.

The Color Clad and AMP acquisitions were financed through borrowings of senior
secured revolving loans. Such borrowings were available under the Credit
Agreement, which was amended April 6, 1999. In addition, the purchase prices of
the above acquisitions have been allocated to the acquired assets and
liabilities based upon their estimated fair market values at the acquisition
dates under the purchase method of accounting.

The pro forma operating results of the Company for the six months ended June 26,
1999, assuming the above noted companies were acquired on January 1, 1999, would
not have been materially different from the results presented in the Condensed
Consolidated Financial Statements.

Certain 1998 amounts have been reclassified to conform to current year
presentation.


                                       5
<PAGE>



                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

2.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:

For information regarding significant accounting policies, see Note 2 to the
Consolidated Financial Statements of the Company for the year ended December 25,
1998, set forth in the Company's Annual Report on Form 10-K.

In June 1998, the Financial Accounting Standards Board ("FASB") issued SFAS No.
133, ACCOUNTING FOR DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES. SFAS 133 is
effective for all fiscal quarters of all fiscal years beginning after June 15,
2000 (December 31, 2001 for the Company). SFAS 133 requires that all derivative
instruments be recorded on the balance sheet at their fair value. Changes in the
fair value of derivatives are recorded each period in current earnings or other
comprehensive income, depending on whether a derivative is designated as part of
a hedge transaction and, if it is, the type of hedge transaction. For fair-value
hedge transactions in which the Company is hedging changes in the fair value of
an asset, liability, or firm commitment, changes in the fair value of the
derivative instrument will generally be offset in the income statement by
changes in the hedged item's fair value. For cash-flow hedge transactions, in
which the Company is hedging the variability of cash flows related to a
variable-rate asset, liability, or a forecasted transaction, changes in the fair
value of the derivative instrument will be reported in other comprehensive
income. The gains and losses on the derivative instrument that are reported in
other comprehensive income will be reclassified as earnings in the periods in
which earnings are impacted by the variability of the cash flows of the hedged
item. The ineffective portion of all hedges will be recognized in current-period
earnings. Management is currently reviewing the provisions of SFAS No. 133 and
does not believe that the Company's financial statements will be materially
impacted by the adoption.

3.  INVENTORIES:

Inventories were comprised of:

<TABLE>
<CAPTION>

                                                 JUNE 26,         DECEMBER 25,
                                                   1999               1998
                                          ------------------- ------------------
  <S>                                         <C>                 <C>
  Raw materials                               $       56,504      $      53,247
  Work in process                                      9,173             10,172
  Finished products                                   11,869             11,316
                                          ------------------- ------------------
                                              $       77,546      $      74,735
                                          ------------------- ------------------
                                          ------------------- ------------------
</TABLE>


4.   LONG-TERM OBLIGATIONS:

Effective April 6, 1999, the Company amended its Credit Agreement to, among
other items, allow for the Color Clad and AMP acquisitions, allow for the
prepayment of the Term Loans under the Dutch Guilder facility, and to
permanently waive the 1998 Excess Cash Flow Provision.

For detailed information regarding the Company's long-term obligations, see Note
5 to the Consolidated Financial Statements of the Company for the year ended
December 25, 1998, set forth in the Company's Annual Report on Form 10-K.




                                       6
<PAGE>


                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

5.   COMMITMENTS AND CONTINGENCIES:

LITIGATION

The Company is subject to legal proceedings and claims that have arisen in the
ordinary course of business. Although occasional adverse decisions or
settlements may occur, it is the opinion of the Company's management, based upon
information available at this time, that the expected outcome of these matters,
individually or in the aggregate, would not reasonably be expected to have a
material adverse effect on the consolidated financial position, results of
operations or cash flows of the Company and its subsidiaries taken as a whole.

ENVIRONMENTAL MATTERS

The Company's operations are subject to federal, state, local and European
environmental laws and regulations concerning the management of pollution and
hazardous substances.

The Company has been named as a defendant in lawsuits or as a potentially
responsible party in state and Federal administrative and judicial proceedings
seeking contribution for costs associated with the investigation, analysis,
correction and remediation of environmental conditions at various hazardous
waste disposal sites. The Company continues to monitor these actions and
proceedings and to vigorously defend both its own interests as well as the
interests of its affiliates. The Company's ultimate liability in connection with
present and future environmental claims will depend on many factors, including
its volumetric share of the waste at a given site, the remedial action required,
the total cost of remediation, and the financial viability and participation of
the other entities that also sent waste to the site. Once it becomes probable
that the Company will incur costs in connection with remediation of a site and
such costs can be reasonably estimated, the Company establishes or adjusts its
reserve for its projected share of these costs. Based upon current law and
information known to the Company concerning the size of the sites known to it,
anticipated costs, their years of operations and the number of other potentially
responsible parties, management believes that it has adequate reserves for the
Company's potential share of the estimated aggregate liability for the costs of
remedial actions and related costs and expenses. In addition, the Company
establishes reserves for remedial measures required from time to time at its own
facilities. Management believes that the reasonably probable outcomes of these
matters will not materially exceed established reserves and will not have a
material impact on the future financial position, net earnings or cash flows of
the Company. The Company's reserves, expenditures and expenses for all
environmental exposures were not significant for any of the dates or periods
presented.

In connection with the acquisition of the Company from Alumax Inc. on September
25, 1996, the Company was indemnified by Alumax for substantially all of its
costs, if any, related to environmental matters for occurrences arising prior to
the closing date of the acquisition during the period of time it was owned
directly or indirectly by Alumax. Such indemnification includes costs that may
ultimately be incurred to contribute to the remediation of certain specified
existing National Priorities List ("NPL") sites for which the Company had been
named a potentially responsible party under the federal Comprehensive
Environmental Response, Compensation, and Liability Information System
("CERCLA") as of the closing date of the acquisition, as well as certain
potential costs for sites listed on state hazardous cleanup lists. With respect
to all other environmental matters, Alumax's obligations are limited to $125.0
million. However, notwithstanding the indemnity, the Company does not believe
that it has any significant probable liability for environmental claims.
Further, the Company believes it to be unlikely that the Company would be
required to bear environmental costs in excess of its pro rata share of such
costs as a potentially responsible party under CERCLA.


                                       7
<PAGE>

                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

6.   COMPREHENSIVE INCOME:

For the six months ended June 26, 1999 and June 27, 1998, comprehensive income
was approximately $3.1 million and $5.8 million, respectively. Other
comprehensive income refers to revenue, expenses, gains and losses that are
reflected in stockholders' equity but excluded from net earnings. For the
Company, the components of other comprehensive income are principally foreign
currency translation adjustments and minimum pension liability adjustments.
Other comprehensive loss, net of tax, for the six months ended June 26, 1999 and
June 27, 1998, was approximately $3.4 million and $140.0 thousand, respectively.

7.   SEGMENT INFORMATION:

For detailed information regarding the Company's reportable segments, see Note
13 to the Consolidated Financial Statements of the Company for the year ended
December 25, 1998, set forth in the Company's Annual Report on Form 10-K.

The table below presents information about reported segments and a
reconciliation of total segment sales to total consolidated sales and of total
segment EBITDA to total consolidated earnings before income taxes, for the
quarters and six months ended June 26, 1999 and June 27, 1998.


<TABLE>
<CAPTION>
                                                          QUARTERS ENDED                          SIX MONTHS ENDED
                                              ----------------------------------------  -------------------------------------
                                                JUNE 26, 1999        JUNE 27, 1998        JUNE 26, 1999      JUNE 27, 1998
                                              -------------------  -------------------  ------------------- -----------------
<S>                                             <C>                  <C>                  <C>                <C>
SALES
European Roll Coating                           $         35,193     $         41,690     $         71,368   $        86,043
U.S. Fabrication                                         104,788              104,177              185,788           188,787
European Fabrication                                      16,643               18,075               32,762            35,746
                                              -------------------  -------------------  ------------------- -----------------
Total segment sales                                      156,624              163,942              289,918           310,576

Eliminations                                               (425)              (3,508)              (1,332)           (7,053)
                                              -------------------  -------------------  ------------------- -----------------
  Consolidated net sales                        $        156,199     $        160,434     $        288,586   $       303,523
                                              -------------------  -------------------  ------------------- -----------------
                                              -------------------  -------------------  ------------------- -----------------

EBITDA
European Roll Coating                           $          5,730     $          6,111     $         10,623   $        12,809
U.S. Fabrication                                          11,082                9,866               16,597            13,718
European Fabrication                                       2,122                2,365                3,881             4,504
                                              -------------------  -------------------  ------------------- -----------------
Total EBITDA for reportable segments                      18,934               18,342               31,101            31,031

Expenses that are not segment specific                   (1,081)              (1,307)              (2,402)           (2,444)
Depreciation and amortization                            (3,437)              (3,057)              (6,827)           (6,111)
Interest expense, net                                    (5,373)              (6,074)             (10,631)          (12,134)
                                              -------------------  -------------------  ------------------- -----------------
  Consolidated earnings before income taxes     $          9,043     $          7,904     $         11,241   $        10,342
                                              -------------------  -------------------  ------------------- -----------------
                                              ------------------  -------------------  ------------------- -----------------
</TABLE>


                                       8
<PAGE>

                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

7.   SEGMENT INFORMATION (CONTINUED):

The following table reflects revenues from external customers by groups of
similar products for the quarters and six months ended June 26, 1999 and June
27, 1998:

<TABLE>
<CAPTION>
                                                                            QUARTERS ENDED              SIX MONTHS ENDED
                                                                      ---------------------------  ---------------------------
                                                                        JUNE 26,      JUNE 27,      JUNE 26,       JUNE 27,
    CUSTOMERS/MARKETS                  PRIMARY PRODUCTS                   1999          1998          1999           1998
--------------------------  ----------------------------------------  -------------  ------------  ------------  -------------
<S>                         <C>                                          <C>          <C>            <C>            <C>
Original Equipment          Painted aluminum sheet and coil;
Manufacturers                 fabricated painted aluminum,
("OEMs")                      laminated and fiberglass panels; RV
                              doors, windows and roofing; and
                              composite building panels                  $  70,114    $   73,873     $ 137,366      $ 148,423

Rural Contractors           Steel and aluminum roofing and siding           31,772        31,167        54,543         54,634

Home Centers                Raincarrying systems, roofing
                              accessories, windows, doors, and
                              shower enclosures                             23,205        22,929        38,959         40,672

Manufactured Housing        Steel siding and trim components                12,591        16,135        24,241         29,442

Distributors                Metal coils, raincarrying systems and
                              roofing accessories                            7,223         6,400        12,121         11,837

Industrial and              Standing seam panels and siding and
Architectural                 roofing accessories                            4,289         4,401         8,658          9,409
Contractors

Home Improvement            Vinyl replacement windows; metal
Contractors                   roofing and insulated roofing
                              panels; shower, patio and entrance
                              doors; and awnings                             7,005         5,529        12,698          9,106
                                                                      -------------  ------------  ------------  -------------
                                                                         $ 156,199     $ 160,434     $ 288,586      $ 303,523
                                                                      -------------  ------------  ------------  -------------
                                                                      -------------  ------------  ------------  -------------


</TABLE>



                                       9
<PAGE>

                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

8.   SUPPLEMENTAL CONDENSED COMBINED FINANCIAL STATEMENTS:

On September 25, 1996, Euramax purchased the Company from Alumax Inc. The
acquisition was financed, in part, through Senior Subordinated Notes due 2006
(the "Notes"). The Notes are primary obligations of Euramax (the "Parent"). The
United Kingdom and The Netherlands holding company subsidiaries of Euramax are
co-obligors under the Notes (the "Co-obligors"). The United States holding
company subsidiary of Euramax (the "Guarantor") has provided a full and
unconditional guarantee of the Notes. The following Supplemental Condensed
Combined Financial Statements as of and for the quarters and six months ended
June 26, 1999 and June 27, 1998, reflect the financial position and results of
operations of each of the Parent, the Co-Obligors and Guarantor entities, and
such combined information of the Non-Guarantor Subsidiaries. The Co-obligors and
the Guarantor are wholly owned subsidiaries of Euramax and are each jointly,
severally, fully, and unconditionally liable under the Notes. Separate complete
financial statements of each Co-obligor and of the Guarantor are not presented
because management has determined that they are not material to investors.

<TABLE>
<CAPTION>

                                                                        QUARTER ENDED JUNE 26, 1999
                                     -----------------------------------------------------------------------------------------------
                                              CO-OBLIGORS AND GUARANTOR SUBSIDIARIES
                                     -----------------------------------------------------
                                       EURAMAX     AMERIMAX      EURAMAX       EURAMAX
                                     INTERNATIONAL HOLDINGS,    EUROPEAN      EUROPEAN
                                         PLC         INC.      HOLDINGS PLC HOLDINGS B.V.  NON-GUARANTOR               CONSOLIDATED
                                      (PARENT)    (GUARANTOR)  (CO-OBLIGOR) (CO-OBLIGOR)   SUBSIDIARIES   ELIMINATIONS   TOTALS
                                     ------------ ------------ ------------ -------------- -------------- ------------ ------------
<S>                                  <C>          <C>          <C>          <C>            <C>            <C>          <C>
Net Sales                            $         -  $         -  $         -  $           -  $     156,199  $       -    $   156,199

Cost and expenses:
    Cost of goods sold                         -            -            -              -        123,934          -        123,934
    Selling and general                      682            -            -              1         13,506          -         14,189
    Depreciation and amortization              -            -            -              -          3,437          -          3,437
                                     ------------ ------------ ------------ -------------- -------------- ------------ ------------

       Earnings (loss) from
       operations                          (682)            -            -            (1)         15,322          -         14,639

Equity in earnings of subsidiaries         5,708        3,473          961          2,786              -     (12,928)            -
Interest income (expense), net                 -        (456)          257          (118)        (5,056)          -        (5,373)
Other income (expense), net                  (3)            -        (632)        (1,200)          1,612          -          (223)
                                     ------------ ------------ ------------ -------------- -------------- ------------ ------------

       Earnings before income
       taxes                               5,023        3,017          586          1,467         11,878     (12,928)        9,043

Provision (benefit) for income taxes       (208)        (178)         (97)          (270)          4,565          -          3,812
                                     ------------ ------------ ------------ -------------- -------------- ------------ ------------

Net earnings                               5,231        3,195          683          1,737          7,313     (12,928)        5,231

Dividends on redeemable preference
       shares                              1,678            -            -              -              -          -          1,678
                                     ------------ ------------ ------------ -------------- -------------- ------------ ------------

Net earnings available for ordinary
       shareholders                  $     3,553  $     3,195  $       683  $       1,737  $       7,313  $  (12,928)  $     3,553
                                     ------------ ------------ ------------ -------------- -------------- ------------ ------------
                                     ------------ ------------ ------------ -------------- -------------- ------------ ------------


</TABLE>


                                       10
<PAGE>


                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

8.   SUPPLEMENTAL CONDENSED COMBINED FINANCIAL STATEMENTS (CONTINUED):


<TABLE>
<CAPTION>

                                                                      QUARTER ENDED JUNE 27, 1998
                                    ------------------------------------------------------------------------------------------------
                                           CO-OBLIGORS AND GUARANTOR SUBSIDIARIES
                                    ------------------------------------------------------
                                      EURAMAX       AMERIMAX      EURAMAX      EURAMAX
                                    INTERNATIONAL  HOLDINGS,     EUROPEAN      EUROPEAN
                                        PLC           INC.      HOLDINGS PLC HOLDINGS B.V. NON-GUARANTOR                CONSOLIDATED
                                     (PARENT)     (GUARANTOR)   (CO-OBLIGOR) (CO-OBLIGOR)   SUBSIDIARIES   ELIMINATIONS    TOTALS
                                    ------------  ------------- ------------ ------------- --------------- ------------- -----------
<S>                                 <C>           <C>           <C>          <C>            <C>            <C>           <C>
Net Sales                           $         -   $          -  $         -  $          -   $     160,434  $          -  $   160,434

Cost and expenses:
    Cost of goods sold                        -              -            -             -         130,572             -      130,572
    Selling and general                     105              -            -             -          12,631             -       12,736
    Depreciation and amortization             -              -            -             -           3,057             -        3,057
                                    ------------  ------------- ------------ ------------- --------------- ------------- -----------

       Earnings (loss) from
       operations                          (105)             -            -             -          14,174             -       14,069

Equity in earnings of subsidiaries         4,682         2,062        1,370         1,734               -       (9,848)            -
Interest expense, net                          -         (330)        (252)         (223)         (5,269)             -      (6,074)
Other income (expense), net                    -             -        (347)           363           (107)             -         (91)
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

       Earnings before income
       taxes                               4,577         1,732          771         1,874           8,798       (9,848)        7,904

Provision (benefit) for income
       taxes                                  39         (179)        (131)             5           3,632             -        3,366
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

Net earnings                               4,538         1,911          902         1,869           5,166       (9,848)        4,538

Dividends on redeemable preference
       shares                              1,463             -            -             -               -             -        1,463
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

Net earnings available for
       ordinary shareholders        $      3,075  $      1,911  $       902  $      1,869   $       5,166  $    (9,848)  $     3,075
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

</TABLE>


                                       11
<PAGE>

                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

8.   SUPPLEMENTAL CONDENSED COMBINED FINANCIAL STATEMENTS (CONTINUED):

<TABLE>
<CAPTION>

                                                                     SIX MONTHS ENDED JUNE 26, 1999
                                    ------------------------------------------------------------------------------------------------
                                           CO-OBLIGORS AND GUARANTOR SUBSIDIARIES
                                    ------------------------------------------------------
                                      EURAMAX       AMERIMAX      EURAMAX      EURAMAX
                                    INTERNATIONAL  HOLDINGS,     EUROPEAN      EUROPEAN
                                        PLC           INC.      HOLDINGS PLC HOLDINGS B.V. NON-GUARANTOR                CONSOLIDATED
                                     (PARENT)     (GUARANTOR)   (CO-OBLIGOR) (CO-OBLIGOR)   SUBSIDIARIES   ELIMINATIONS    TOTALS
                                    ------------  ------------- ------------ ------------- --------------- ------------- -----------
<S>                                 <C>           <C>           <C>          <C>           <C>             <C>           <C>
Net Sales                           $         -   $          -  $         -  $          -  $      288,586  $         -   $   288,586

Cost and expenses:
    Cost of goods sold                        -              -            -             -         231,724             -      231,724
    Selling and general                   1,421              -            -             2          25,938             -       27,361
    Depreciation and amortization             -              -            -             -           6,827             -        6,827
                                    ------------  ------------- ------------ ------------- --------------- ------------- -----------

       Earnings (loss) from
       operations                        (1,421)             -            -            (2)         24,097             -       22,674

Equity in earnings of subsidiaries         7,452         4,139        1,663          5,810              -      (19,064)            -
Interest income (expense), net                 -         (913)          133          (133)        (9,718)             -     (10,631)
Other income (expense), net                  (3)             -      (1,480)        (4,153)          4,834             -        (802)
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

       Earnings before income
       taxes                               6,028         3,226          316          1,522         19,213      (19,064)       11,241

Provision (benefit) for income
       taxes                               (441)         (356)        (416)        (1,482)          7,467             -        4,772
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

Net earnings                               6,469         3,582          732          3,004         11,746      (19,064)        6,469

Dividends on redeemable preference
       shares                              3,300             -            -              -              -             -        3,300
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

Net earnings available for
       ordinary shareholders        $      3,169  $      3,582  $       732  $       3,004 $      11,746   $   (19,064)  $     3,169
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

</TABLE>



                                       12
<PAGE>

                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

8.   SUPPLEMENTAL CONDENSED COMBINED FINANCIAL STATEMENTS (CONTINUED):

<TABLE>
<CAPTION>

                                                                     SIX MONTHS ENDED JUNE 27, 1998
                                    ------------------------------------------------------------------------------------------------
                                           CO-OBLIGORS AND GUARANTOR SUBSIDIARIES
                                    ------------------------------------------------------
                                      EURAMAX       AMERIMAX      EURAMAX      EURAMAX
                                    INTERNATIONAL  HOLDINGS,     EUROPEAN      EUROPEAN
                                        PLC           INC.      HOLDINGS PLC  HOLDINGS B.V. NON-GUARANTOR               CONSOLIDATED
                                     (PARENT)     (GUARANTOR)   (CO-OBLIGOR) (CO-OBLIGOR)   SUBSIDIARIES   ELIMINATIONS    TOTALS
                                    ------------  ------------- ------------ ------------- --------------- ------------- -----------
<S>                                 <C>           <C>           <C>          <C>           <C>             <C>           <C>
Net Sales                           $         -   $          -  $         -  $          -  $      303,523  $          -  $   303,523
Cost and expenses:
    Cost of goods sold                        -              -            -             -         249,989             -      249,989
    Selling and general                     128              -            -             -          24,687             -       24,815
    Depreciation and amortization             -              -            -             -           6,111             -        6,111
                                    ------------  ------------- ------------ ------------- --------------- ------------- -----------

       Earnings (loss) from
       operations                          (128)             -            -             -          22,736             -       22,608

Equity in earnings of subsidiaries         6,124           457        2,503         4,803               -      (13,887)            -
Interest expense, net                          -         (913)        (429)         (229)        (10,563)             -     (12,134)
Other income (expense), net                    -             -        (273)         (753)             894             -        (132)
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

       Earnings (loss) before
       income taxes                        5,996         (456)        1,801         3,821          13,067      (13,887)       10,342

Provision (benefit) for income
       taxes                                  39         (407)        (162)         (389)           5,304             -        4,385
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

Net earnings (loss)                        5,957          (49)        1,963         4,210           7,763      (13,887)        5,957

Dividends on redeemable preference
       shares                              2,876             -            -             -               -             -        2,876
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

Net earnings (loss) available for
       ordinary shareholders        $      3,081  $       (49)  $     1,963  $      4,210  $        7,763  $   (13,887)  $     3,081
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------
                                    ------------- ------------- ------------ ------------- --------------- ------------- -----------

</TABLE>


                                       13
<PAGE>

                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

8.   SUPPLEMENTAL CONDENSED COMBINED FINANCIAL STATEMENTS (CONTINUED):

<TABLE>
<CAPTION>
                                                                             JUNE 26, 1999
                                   -------------------------------------------------------------------------------------------------
                                           CO-OBLIGORS AND GUARANTOR SUBSIDIARIES
                                   --------------------------------------------------------
                                     EURAMAX      AMERIMAX       EURAMAX        EURAMAX
                                   INTERNATIONAL  HOLDINGS,      EUROPEAN       EUROPEAN       NON-
                                       PLC        INC.          HOLDINGS PLC  HOLDINGS B.V.   GUARANTOR                 CONSOLIDATED
                                     (PARENT)    (GUARANTOR)    (CO-OBLIGOR)   (CO-OBLIGOR) SUBSIDIARIES  ELIMINATIONS     TOTALS
                                   -------------  -----------  -------------  ------------- -------------  -----------  ------------

                                                                                ASSETS
<S>                                <C>            <C>          <C>            <C>             <C>          <C>           <C>
Current assets:
  Cash and equivalents             $          -   $        -   $          -   $          -    $   16,345   $        -    $   16,345
  Accounts receivable, net                    6            -              -              -        93,607            -        93,613
  Inventories                                 -            -              -              -        77,546            -        77,546
  Other current assets                        -            -              -              -         5,477            -         5,477
                                   -------------  -----------  -------------  -------------   -----------  -----------  ------------
    Total current assets                      6            -              -              -       192,975            -       192,981
Property, plant and equipment, net            -            -              -              -       115,578            -       115,578
Amounts due from parent/affiliates       75,043       85,975         43,506         46,807        48,901    (300,232)             -
Goodwill, net                                 -            -              -              -        86,217            -        86,217
Investment in consolidated
  subsidiaries                           62,033       36,698          2,016         24,299             -    (125,046)             -
Deferred income taxes                         -            -              -              -         8,540            -         8,540
Other assets                              1,716            -            672            731         5,317            -         8,436
                                   -------------  -----------  -------------  -------------   -----------  -----------  -----------
                                   $    138,798   $  122,673   $     46,194   $     71,837    $  457,528   $(425,278)   $   411,752
                                   ------------- ------------  -------------  -------------   -----------  -----------  -----------
                                   ------------- ------------  -------------  -------------   -----------  -----------  -----------

                                                                 LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Cash overdrafts                  $          -   $        -   $          -   $          -    $    3,022   $        -   $     3,022
  Accounts payable                            -            -              -              -        59,060            -        59,060
  Accrued expenses and other
    current liabilities                     640        1,985            870            868        21,170            -        25,533
  Income taxes payable                  (1,328)      (2,444)        (1,548)          5,099         7,788                      7,567
  Current maturities of
    long-term debt                           -            -              -               -         7,832            -         7,832
                                   -------------  -----------  -------------  -------------   -----------  -----------  -----------
    Total current liabilities             (688)        (459)          (678)          5,967        98,872            -       103,014
Long-term debt, less current
  maturities                             70,605            -         27,179         37,216        88,592            -       223,592
Amounts due to parent/affiliates          9,776       94,688         10,323          6,107       179,338    (300,232)             -
Other liabilities                             -            -              -              -         9,676            -         9,676
Deferred income taxes                         -            -              -              -        16,365            -        16,365
                                   -------------  -----------  -------------  -------------   -----------  -----------  ------------
    Total liabilities                    79,693       94,229         36,824         49,290       392,843    (300,232)       352,647
                                   -------------  -----------  -------------  -------------   -----------  -----------  ------------
Redeemable preference shares             49,639            -              -              -             -            -        49,639
                                   -------------  -----------  -------------  -------------   -----------  -----------  ------------
Ordinary shareholders' equity:
  Ordinary shares                         1,000            -             78             23         4,970      (5,071)         1,000
  Paid-in capital                             -       17,000          6,922          9,077        89,458    (122,457)             -
  Retained earnings (deficit)            14,516       11,706          4,751         15,966      (24,729)      (7,694)        14,516
  Accumulated other
    comprehensive loss                   (6,050)        (262)        (2,381)        (2,519)       (5,014)       10,176       (6,050)
                                   -------------  -----------  -------------  -------------   -----------  -----------  ------------
    Total ordinary
      shareholders' equity                9,466       28,444          9,370         22,547        64,685    (125,046)         9,466
                                   -------------  -----------  -------------  -------------   -----------  -----------  ------------
                                   $    138,798   $  122,673   $     46,194   $     71,837    $  457,528   $(425,278)   $    411,752
                                   -------------  -----------  -------------  -------------   -----------  -----------  ------------
                                   -------------  -----------  -------------  -------------   -----------  -----------  ------------
</TABLE>

                                       14
<PAGE>

                   EURAMAX INTERNATIONAL PLC AND SUBSIDIARIES
        NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
                           (THOUSANDS OF U.S. DOLLARS)
                                   (UNAUDITED)

8.   SUPPLEMENTAL CONDENSED COMBINED FINANCIAL STATEMENTS (CONTINUED):

<TABLE>
<CAPTION>
                                                                           DECEMBER 25, 1998
                                    ------------------------------------------------------------------------------------------------
                                            CO-OBLIGORS AND GUARANTOR SUBSIDIARIES
                                    -------------------------------------------------------
                                      EURAMAX      AMERIMAX      EURAMAX        EURAMAX
                                    INTERNATIONAL  HOLDINGS,     EUROPEAN       EUROPEAN        NON-
                                        PLC        INC.         HOLDINGS PLC   HOLDINGS B.V.  GUARANTOR                 CONSOLIDATED
                                     (PARENT)      (GUARANTOR)  (CO-OBLIGOR)   (CO-OBLIGOR)  SUBSIDIARIES  ELIMINATIONS    TOTALS
                                    ------------   -----------   -----------  -------------   -----------  ------------  -----------

                                                                                 ASSETS
<S>                                 <C>            <C>           <C>          <C>             <C>          <C>           <C>
Current assets:
  Cash and equivalents              $         -    $        -    $        -   $          -    $   19,044   $         -   $    19,044
  Accounts receivable, net                    -             -             -              -        81,845             -        81,845
  Inventories                                 -             -             -              -        74,735             -        74,735
  Other current assets                        -             -             -              -         4,585             -         4,585
                                    ------------   -----------   -----------   ------------   -----------  ------------  -----------
    Total current assets                      -             -             -              -       180,209             -       180,209
Property, plant and equipment, net            -             -             -              -       117,080                     117,080
Amounts due from parent/affiliates       73,197        72,188        43,622         46,447        93,168     (328,622)             -
Goodwill, net                                 -             -             -              -        76,047             -        76,047
Investment in consolidated
  subsidiaries                           57,951        32,559           357         20,846             -     (111,713)             -
Deferred income taxes                         -             -             -              -         8,588                       8,588
Other assets                              1,834             -           756            871         3,264             -         6,725
                                    ------------   -----------   -----------   ------------   -----------  ------------  -----------
                                    $   132,982    $  104,747    $   44,735   $     68,164    $  478,356   $ (440,335)   $   388,649
                                    -------------  -----------  -------------  -------------   -----------  -----------  -----------
                                    -------------  -----------  -------------  -------------   -----------  -----------  -----------

                                                                  LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
  Cash overdrafts                   $         -    $        -    $        -   $          -    $    1,513   $         -   $     1,513
  Accounts payable                            -             -             -              -        51,862             -        51,862
  Accrued expenses and other
    current liabilities                     305         1,986           913            967        21,445             -        25,616
  Income taxes payable                     (882)       (2,088)       (1,207)         1,095         6,560                       3,478
  Current maturities of
    long-term debt                            -             -             -              -         9,182             -         9,182
                                    ------------   -----------   -----------   ------------   -----------  ------------  -----------
    Total current liabilities              (577)         (102)         (294)         2,062        90,562             -        91,651
Long-term debt, less current
  maturities                             70,605             -        27,179         37,216        73,496             -       208,496
Amounts due to parent/affiliates          6,950        79,987         8,792          7,019       225,874     (328,622)             -
Other liabilities                             -             -             -              -        13,100             -        13,100
Deferred income taxes                         -             -             -              -        19,398             -        19,398
                                    ------------   -----------   -----------   ------------   -----------  ------------  -----------
    Total liabilities                    76,978        79,885        35,677         46,297       422,430     (328,622)       332,645
                                    ------------   -----------   -----------   ------------   -----------  ------------  -----------
Redeemable preference shares             46,339             -             -              -             -             -        46,339
                                    ------------   -----------   -----------   ------------   -----------  ------------  -----------
Ordinary shareholders' equity:
  Ordinary shares                         1,000             -            78             23         4,970       (5,071)         1,000
  Paid-in capital                             -        17,000         6,922          9,077        89,458     (122,457)             -
  Retained earnings (deficit)            11,347         8,124         4,019         12,962       (36,475)      11,370         11,347
  Accumulated other
    comprehensive  loss                  (2,682)         (262)       (1,961)          (195)       (2,027)       4,445        (2,682)
                                    ------------   -----------   -----------   ------------   -----------  ------------  -----------
    Total ordinary
      shareholders' equity                9,665        24,862         9,058         21,867        55,926     (111,713)         9,665
                                    ------------   -----------   -----------   ------------   -----------  ------------  -----------
                                    $   132,982    $  104,747    $   44,735    $    68,164    $  478,356   $ (440,335)   $   388,649
                                    -------------  -----------  -------------  -------------   -----------  -----------  -----------
                                    -------------  -----------  -------------  -------------   -----------  -----------  -----------

</TABLE>

                                       15
<PAGE>


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

The following discussion should be read in conjunction with the Condensed
Consolidated Financial Statements included elsewhere in this document, as well
as the year-end consolidated financial statements and management's discussion
and analysis included in the Company's Annual Report on Form 10-K for the year
ended December 25, 1998.

BUSINESS STRATEGY

The Company's strategy is to expand its leadership position as a producer of
aluminum and steel products and to further diversify product offerings,
customers and geographic regions in which it operates. Under this strategy, the
Company is pursuing organic growth through product development, new territories
and new customers. Also under this strategy, during the first half of 1999, the
Company successfully completed three acquisitions. On February 5, 1999, the
Company acquired certain assets related to the building materials business of
Unimet Manufacturing, Inc. The acquisition was completed to expand the Company's
customer base for metal raincarrying systems sold to the home center, buying
cooperative and building distributor markets in the United States. In addition,
on April 23, 1999, the Company completed an acquisition of all of the
outstanding shares of Color Clad plc, a U.K. corporation. Color Clad is a
producer of aluminum exterior walls and roofs sold primarily to U.K. producers
of recreational vehicles (caravans). The acquisition is expected to augment the
Company's leading position as a supplier of such products in Western Europe.
Further, on June 3, 1999, the Company acquired all of the outstanding shares of
Atlanta Metal Products, Inc. ("AMP"). AMP is a producer and distributor of
custom and standard metal raincarrying, roofing, and accessory products for the
building and construction market, primarily in the Southeast. The acquisition is
expected to enhance the Company's position as a supplier of metal raincarrying
and roofing products in the United States. The Company expects to continue
identifying and acquiring businesses and assets as part of executing its
strategy.

RESULTS OF OPERATIONS

QUARTER ENDED JUNE 26, 1999 AS COMPARED TO QUARTER ENDED JUNE 27, 1998

The following table sets forth the Company's Statements of Earnings data
expressed as a percentage of net sales:

<TABLE>
<CAPTION>

                                                                   QUARTERS ENDED
                                                     --------------------------------------------
                                                           JUNE 26,              JUNE 27,
                                                             1999                  1998
                                                     --------------------------------------------
<S>                                                          <C>                   <C>
STATEMENTS OF EARNINGS DATA:
Net sales                                                    100.0%                100.0%
Costs and expenses:
  Cost of goods sold                                          79.3                  81.4
  Selling and general                                          9.1                   7.9
  Depreciation and amortization                                2.2                   1.9
                                                     --------------------------------------------
   Earnings from operations                                    9.4                   8.8
Interest expense, net                                         (3.4)                 (3.8)
Other expenses, net                                           (0.2)                 (0.1)
                                                     --------------------------------------------
    Earnings before income taxes                               5.8                   4.9
Provision for income taxes                                     2.4                   2.1
                                                     --------------------------------------------
    Net earnings                                               3.4%                  2.8%
                                                     --------------------------------------------
                                                     --------------------------------------------
</TABLE>


                                       16
<PAGE>

The following table sets forth the Net Sales and Earnings from Operations data
for the United States and Europe for the quarters ended June 26, 1999 and June
27, 1998:

<TABLE>
<CAPTION>

                                        Net Sales                                  Earnings from Operations
                      ----------------------------------------------     ---------------------------------------------
                       June 26,          June 27,        Increase/        June 26,        June 27,         Increase/
IN THOUSANDS             1999              1998         (decrease)          1999            1998          (decrease)
                      ------------     -------------   -------------     ------------    ------------     ------------

<S>                     <C>                <C>               <C>           <C>             <C>                <C>
United States           $ 104,788         $ 104,176            0.6%        $   9,051       $   7,370           22.8%
Europe                     51,411            56,258          (8.6)%            5,588           6,699          (16.6)%
                      -----------      -------------                     ------------    ------------
                      -----------      -------------                     ------------    ------------
     Totals             $ 156,199         $ 160,434          (2.6)%        $  14,639       $  14,069            4.1%
                      -----------      -------------                     ------------    ------------
                      -----------      -------------                     ------------    ------------
------------
</TABLE>

NET SALES. The acquisitions of Unimet and AMP increased net sales in the
United States for the quarter ended June 26, 1999 (see Note 1 to Condensed
Consolidated Financial Statements). In addition, sales in the United States
were higher due to an increase in sales to home improvement contractors.
Further, although sales were slightly off from the prior year due to lower
realized selling prices caused primarily by the decline in aluminum prices,
shipments to recreational vehicle ("RV") manufacturers were higher compared
to the prior year. The increase in shipments to the RV manufacturers
coincides with the record year for shipments of end-use products by the RV
industry in the United States. However, while the RV industry is thriving in
an environment of low interest rates, low gasoline prices and favorable
demographics, shipments may not continue at the current pace. These increases
in net sales in the United States were offset by a decline in sales to
manufactured housing customers. Lower sales to manufactured housing producers
is primarily due to lower realized sales prices caused by competition for a
declining number of manufactured homes produced with steel siding. The
Company continues to explore opportunities to increase its offering of
substitute materials to this market. The Company's United States subsidiaries
are included in the U.S. Fabrication Segment (see Note 7 to the Condensed
Consolidated Financial Statements).

Although not as pronounced as in the first quarter of 1999, net sales in Europe
were lower in the second quarter of 1999 than in the second quarter of 1998. The
decrease in Europe remains primarily attributable to lower sales in the European
market for painted aluminum and steel coil (primarily industrial sheet sales)
due to a general softening of demand in continental Europe and export pricing
pressures in the United Kingdom, both of which have negatively impacted sales in
the European Roll Coating Segment (see Note 7 to the Condensed Consolidated
Financial Statements). However, the continental European markets have
experienced modest improvements in the second quarter, including slight
improvements in the market activity of Germany. The United Kingdom markets
continue to under perform when compared to the prior year due primarily to the
strength of the Pound Sterling against other European currencies and the
resultant negative impact on the level of export sales. In addition, net sales
in Europe for the quarter have been negatively impacted by the weakening of the
Pound Sterling, Dutch Guilder and French Franc versus the U.S. Dollar. Net sales
in both the United States and in Europe were also negatively impacted by lower
aluminum selling prices in 1999 as compared to the same period in 1998.

COST OF GOODS SOLD. Cost of goods sold, as a percentage of net sales, decreased
2.1% for the quarter ended June 26, 1999, to 79.3% in 1999 from 81.4% in 1998.
This decrease is primarily attributable to productivity improvements realized at
the Helena, Arkansas paintline facility, and a decrease in the average raw
material aluminum prices.

SELLING AND GENERAL. Selling and general expenses, as a percentage of net sales,
increased 1.2% for the quarter ended June 26, 1999, to 9.1% in 1999 from 7.9% in
1998. This increase is primarily attributable to investments in technology,
product development and salary increases.


                                       17
<PAGE>

DEPRECIATION AND AMORTIZATION. Depreciation and amortization, as a percentage
of net sales, increased 0.3% for the quarter ended June 26, 1999, to 2.2% in
1999 from 1.9% in 1998.

EARNINGS FROM OPERATIONS. Despite decreases in net sales for the reasons stated
above, the Company has increased its earnings from operations to 9.4% of net
sales for the quarter ended June 26, 1999, from 8.8% of sales for the quarter
ended June 27, 1998. This improvement is primarily due to profits attributable
to operational and market improvements in the United States, which have exceeded
the decline in European profits attributable to softer European markets.

INTEREST EXPENSE, NET. Net interest expense, as a percentage of net sales,
decreased 0.4% to $5.4 million for the quarter ended June 26, 1999, from $6.1
million for the quarter ended June 27, 1998.

OTHER EXPENSES, NET.  Other expenses were not significant for the quarters ended
June 26, 1999 and June 27, 1998.

PROVISION FOR INCOME TAXES. The income tax provision for the period is based on
the effective tax rate expected to be applicable for the full year. The
effective rate for the provision for income taxes decreased to 42.1% from 42.6%
for the quarters ended June 26, 1999 and June 27, 1998, respectively.

SIX MONTHS ENDED JUNE 26, 1999 AS COMPARED TO SIX MONTHS ENDED JUNE 27, 1998

The following table sets forth the Company's Statements of Earnings data
expressed as a percentage of net sales:


<TABLE>
<CAPTION>
                                                                  SIX MONTHS ENDED
                                                     --------------------------------------------
                                                           JUNE 26,              JUNE 27,
                                                             1999                  1998
                                                     --------------------------------------------
<S>                                                          <C>                   <C>
STATEMENTS OF EARNINGS DATA:
Net sales                                                    100.0%                100.0%
Costs and expenses:
  Cost of goods sold                                          80.3                  82.4
  Selling and general                                          9.5                   8.2
  Depreciation and amortization                                2.4                   2.0
                                                     --------------------------------------------
   Earnings from operations                                    7.8                   7.4
Interest expense, net                                         (3.7)                 (4.0)
Other expenses, net                                            (.3)                    -
                                                     --------------------------------------------
    Earnings before income taxes                               3.8                   3.4
Provision for income taxes                                     1.6                   1.4
                                                     --------------------------------------------
    Net earnings                                               2.2%                  2.0%
                                                     --------------------------------------------
                                                     --------------------------------------------

</TABLE>

The following table sets forth the Net Sales and Earnings from Operations data
for the United States and Europe for the six months ended June 26, 1999 and June
27, 1998:


<TABLE>
<CAPTION>
                                       Net Sales                                  Earnings from Operations
                      ---------------------------------------------     ----------------------------------------------
                       June 26,         June 27,        Increase/        June 26,        June 27,         Increase/
    IN THOUSANDS         1999            1998         (decrease)          1999            1998           (decrease)
                      ------------     ------------   -------------     -----------     ------------    --------------

    <S>                 <C>               <C>              <C>           <C>             <C>                  <C>
    United States       $ 185,788        $ 188,786          (1.6)%        $  12,799       $   8,659             47.8%
    Europe                102,798          114,737         (10.4)%            9,875          13,949           (29.2)%
                      ------------     ------------                     ------------    ------------
         Totals         $ 288,586        $ 303,523          (4.9)%        $  22,674       $  22,608              0.3%
                      ============     ============                     ============    ============

</TABLE>

                                       18
<PAGE>


NET SALES. Net sales in the United States, for the six months ended June 26,
1999, reflect approximately $1.9 million in sales attributable to the
acquisitions of Unimet and AMP. Excluding the increase in sales from the
acquisitions, net sales in the United States would have decreased approximately
2.6%. As noted in the quarter to quarter comparison of net sales, for the six
months ended June 26, 1999, sales in the United States were higher due to an
increase in sales to home improvement contractors. Also as noted in the quarter
to quarter comparison of net sales, for the six months ended June 26, 1999,
although RV sales in the United States were slightly off from the prior year,
shipments to RV manufacturers were up compared to the prior year. In addition,
as noted in the quarter to quarter comparison of net sales, for the six months
ended June 26, 1999, the increases in net sales in the United States were offset
by a decline in sales to manufactured housing customers. See "Quarter Ended June
26, 1999 as Compared to Quarter Ended June 27, 1998 - Net Sales" for further
discussion of the factors affecting sales to RV and manufactured housing
customers in the United States, as these factors also apply to net sales for the
six months ended June 26, 1999, as compared to the six months ended June 27,
1998.

Similar to the quarter to quarter comparison, for the six months ended June 26,
1999, as compared to the prior year, the decrease in Europe is primarily
attributable to lower sales in the European market for painted aluminum and
steel coil (primarily industrial sheet sales) due to a general softening of
demand in Europe and export pricing pressures in the United Kingdom. In
addition, net sales in both the United States and Europe also declined due to
lower average aluminum selling prices in 1999 as compared to 1998. The average
price of aluminum on the London Metal Exchange for the six months ended June 26,
1999, was approximately 11.5% lower than the average for the six months ended
June 27, 1998. Sales of aluminum based products were approximately 54.4% of net
sales for the six months ended June 26, 1999.

COST OF GOODS SOLD. Cost of goods sold, as a percentage of net sales, decreased
2.1% for the six months ended June 26, 1999, to 80.3% in 1999 from 82.4% in
1998. This decrease is primarily attributable to operational improvements
realized at the Helena, Arkansas paintline facility, and a decrease in the
average raw material aluminum prices.

SELLING AND GENERAL. Selling and general expenses, as a percentage of net sales,
increased 1.3% for the six months ended June 26, 1999, to 9.5% in 1999 from 8.2%
in 1998. This increase is primarily attributable to investments in technology,
product development and salary increases.

DEPRECIATION AND AMORTIZATION. Depreciation and amortization, as a percentage of
net sales, increased 0.4% for the six months ended June 26, 1999, to 2.4% in
1999 from 2.0% in 1998.

EARNINGS FROM OPERATIONS. Despite decreases in net sales for the reasons stated
above, the Company increased its earnings from operations. As a percentage of
net sales, earnings from operations increased to 7.8% for the six months ended
June 26, 1999, from 7.4% for the six months ended June 27, 1998. The Company's
geographic and market diversity, the diversity of its product offerings, and
productivity improvements, have resulted in stable margins on a consolidated
basis in a period of waning demand in continental Europe and export pricing
pressures in the United Kingdom. For the six months ended June 26, 1999, as
compared to the prior year, the improvement in earnings in the United States is
primarily due to operational and market improvements, while the decline in
European earnings is primarily attributable to softer European markets.

INTEREST EXPENSE, NET. Net interest expense, as a percentage of net sales,
decreased 0.3% to $10.6 million for the six months ended June 26, 1999, from
$12.1 million for the six months ended June 27, 1998, primarily due to lower
average debt balances.


                                       19
<PAGE>


OTHER  EXPENSES,  NET.  Other  expenses  were not  significant  for the six
months ended June 26, 1999 and June 27, 1998.

PROVISION FOR INCOME TAXES. The income tax provision for the period is based on
the effective tax rate expected to be applicable for the full year. The
effective rate for the provision for income taxes was 42.4% for both the six
months ended June 26, 1999 and June 27, 1998.

LIQUIDITY AND CAPITAL RESOURCES

LIQUIDITY. The Company's primary liquidity needs arise from debt service
incurred in connection with acquisitions and the funding of capital
expenditures. As of June 26, 1999, the Company had outstanding indebtedness of
$231.4 million, representing an increase of $13.7 million as compared to
December 25, 1998, primarily attributable to the funding of acquisitions in the
second quarter and net of a $9.3 million prepayment of the Dutch Guilder
facility. Included in such indebtedness was approximately $96.4 million under
the Company's Credit Agreement, consisting of $33.3 million under the Company's
Term Loans and $63.1 million under the Company's Revolving Credit Facility. The
undrawn amount of the Revolving Credit Facility at June 26, 1999, was $36.9
million, which was available for working capital and general corporate purposes,
subject to borrowing base limitations. As of June 26, 1999, this amount was
fully available.

The Company's leveraged financial position requires that a substantial portion
of the Company's cash flow from operations be used to pay interest on the Notes,
principal and interest under the Company's Credit Agreement and other
indebtedness. Significant increases in the floating interest rates on the Term
Loans and Revolving Credit Facility would result in increased debt service
requirements, which may reduce the funds available for capital expenditures and
other operational needs. In addition, the Company's leveraged position may
impede its ability to obtain financing in the future for working capital,
capital expenditures and general corporate purposes. Further, the Company's
leveraged position may make it more vulnerable to economic downturns and may
limit its ability to withstand competitive pressures.

The Company's primary source of liquidity is funds generated from operations,
which are supplemented by borrowings under the Credit Agreement. Net cash
provided by operating activities increased $3.3 million for the six months ended
June 26, 1999, compared to the six months ended June 27, 1998. Increased
operating cash flows in the first half of 1999 as compared to the first half of
1998 are primarily due to a significantly smaller increase in accounts
receivable between June 26, 1999 and December 25, 1998 (14.4%), as compared to
the change between June 27, 1998 and December 26, 1997 (22.7%).

See Note 1 to the Condensed Consolidated Financial Statements for information
regarding acquisitions.

The Company believes that cash generated from operations and, subject to
borrowing base limitations, borrowings under the Company's Credit Agreement will
be adequate to meet its needs for the foreseeable future, although no assurance
to that effect can be given.

CAPITAL EXPENDITURES. The Company's capital expenditures were $6.0 million and
$6.2 million for the six months ended June 26, 1999 and June 27, 1998,
respectively. Capital expenditures in 1999 include approximately $1.7 million
for improvements to the paintlines in Corby, England and Helena, Arkansas. The
balance of capital expenditures in both periods primarily relate to purchases
and upgrades of fabricating equipment, transportation and material moving
equipment, and information systems.



                                       20
<PAGE>

The Company has made and will continue to make capital expenditures to comply
with Environmental Laws. The Company estimates that its environmental capital
expenditures will be approximately $1.0 million in 1999.

WORKING CAPITAL MANAGEMENT. Working capital was $90.0 million as of June 26,
1999, compared to $88.6 million as of December 25, 1998. The increase is
primarily due to the acquisitions, which occurred in the first half of 1999,
partially offset by continued reductions in working capital levels. The Company
continues to aggressively manage working capital levels and believes that
current levels of working capital represent a liquid source of funds available
for future cash flows.

IMPACT OF THE YEAR 2000 ISSUE

The Year 2000 issue is the result of computer programs being written using two
digits rather than four to define the application year. Any of the Company's
computers and equipment that have date-sensitive software, including embedded
computer chips, may recognize a date using "00" as the year 1900 rather than the
year 2000. This could result in a system failure, operating equipment failure or
miscalculations causing disruptions of operations, including, among other
things, a temporary inability to process transactions, send invoices, or engage
in similar normal business activities.

The Company's plan to resolve the Year 2000 issue involves four phases:
assessment, remediation, testing and implementation. To date, management has
fully completed its assessment of the effect of the Year 2000 issue on its
information systems, including the operating systems and equipment used in its
manufacturing operations. Based on assessments conducted in 1997, the Company
determined that it would be required to modify or replace significant portions
of its software at two of its subsidiaries so that its computer systems will
properly utilize dates beyond December 31, 1999. Based upon assessments
conducted in 1998 with regard to operating equipment, the Company determined
that it would not be required to modify or replace any material pieces of
operating equipment in order for the equipment to properly utilize dates beyond
December 31, 1999.

With respect to remediation, two of the Company's subsidiaries are currently
undertaking conversions to fully integrated third-party software packages that
will process the majority of the Company's key transactions. These conversions,
including the testing and implementation of the new systems, are expected to be
fully complete during the second half of 1999. Historical costs incurred through
June 26, 1999, are approximately $2.3 million. The Company estimates the costs
to complete the conversions to be approximately $400.0 thousand, which will be
funded through operating cash flows. The total estimated costs of conversion to
the integrated third party software packages also include the costs of
conversion to the Euro (see "European Currency"). The Company is approximately
70% complete with the remediation phase related to the modification and
replacement of the systems software located at the two subsidiaries. The Company
believes that with the current modifications of existing software, the Year 2000
issue can be mitigated with respect to its significant processes.

Based upon the estimated level of effort necessary to complete the task, the
Company is approximately 90% complete on the testing phase for all other systems
and operating equipment that the Company has assessed as being capable of
properly utilizing dates beyond December 31, 1999. Completion of the testing
phase is expected to occur by third quarter 1999.

With respect to third parties, the Company has communicated with a majority of
its major customers and its major vendors and suppliers to determine their state
of readiness with respect to the Year 2000 issue. In addition, the Company
conducted tests with several of its major vendors and suppliers during 1998, and
will continue to conduct such tests during 1999. All costs associated with
supplier and vendor compliance will be

                                       21
<PAGE>

borne by the suppliers and vendors. To date, based upon the information
provided by customers and suppliers and the tests which have been conducted
with suppliers, the Company is not aware of any problems that would
materially impact its results of operations, liquidity or capital resources.

While the Company currently believes that it will be able to modify or replace
its affected systems in time to minimize any detrimental effects on its
operations, failure to do so, or the failure of the Company's major customers
and suppliers to modify or replace their affected systems, could have a material
adverse impact on the Company's results of operations, liquidity or consolidated
financial position in the future. The most reasonably likely worst case scenario
of failure by the Company or its customers and suppliers to resolve the Year
2000 issue in a timely fashion would be a temporary slowdown in operations at
one or more of the Company's facilities and a temporary inability on the part of
the Company to timely process orders and billings.

In the event that modifications and replacements of systems are not completed
timely, the Company's individual subsidiaries have identified and considered
various contingency options, including identification of alternate suppliers and
vendors, and including the processing of significant transactions by other
facilities located within the Company whose systems are capable of properly
utilizing dates beyond December 31, 1999.

EUROPEAN CURRENCY

As provided in the 1992 treaty on European Union, on January 1, 1999, a new
single European currency, the "Euro," became a currency in its own right,
replacing the currencies of the eleven initial members of the European Union
("participating countries"). Fixed conversion rates between the participating
countries' existing currencies ("legacy currencies") and the Euro were
established as of that date. The Euro is available for non-cash transactions.
Between January 1, 1999 and January 1, 2002 (the "transition period"), the
participating countries have the option of accounting for their transactions in
either Euros or their legacy currencies. The legacy currencies are scheduled to
remain legal tender as denominations of the Euro until at least January 1, 2002,
but not later than July 1, 2002. Beginning July 1, 2002, legacy currencies will
cease to exist.

SCHEDULE FOR INTRODUCTION OF THE EURO - Three of the Company's European
subsidiaries are located in participating countries, but have elected the option
of accounting for their transactions in their legacy currencies during at least
the first year of the transition period. However, the Company, including
subsidiaries located in both participating as well as non-participating
countries, was able to transact business in the Euro as of January 1, 1999. This
includes the ability to make and receive payments in the Euro, to invoice in the
Euro, and to provide pricing in the Euro.

ECONOMIC IMPACT ON THE COMPANY - The increased price transparency resulting from
the use of a single currency in the participating countries may affect the
ability of certain companies to price their products differently in the various
European markets. A possible result of this pricing transparency is price
harmonization at lower average prices for products sold in some markets.
However, due to the niche markets in which the Company operates, the Company
does not anticipate that pricing transparency resulting from the use of a single
currency by the participating countries will materially impact its net sales or
earnings from operations.

In addition to the economic impact of pricing transparency, conversion to the
Euro may reduce the Company's exposure to changes in foreign exchange rates due
to the effect of having various assets and liabilities denominated in a single
currency as opposed to various legacy currencies. However, because there will be
less




                                       22
<PAGE>

diversity in the Company's exposure to foreign currencies, movements in the
Euro's value in U.S. dollars could have a more pronounced effect, positive or
negative, on the Company's results.

COSTS OF CONVERSION TO THE EURO - The Company's European subsidiaries located in
participating countries have converted or are in the process of converting to
new computer systems to prepare for the Year 2000. These systems will also be
Euro-capable. The conversions are expected to be complete by mid-1999. The
Company estimates that its costs to complete the conversions to the new systems,
which relate to Year 2000 issues, the Euro and operational improvements, will be
approximately $1.0 million in 1999, and will be funded through operating cash
flows. Other costs of conversion to the Euro are not expected to be material.

RECENT ACCOUNTING PRONOUNCEMENTS

In June 1998, the Financial Accounting Standards Board ("FASB") issued Statement
of Financial Accounting Standards ("SFAS") No. 133, ACCOUNTING FOR DERIVATIVE
INSTRUMENTS AND HEDGING ACTIVITIES. SFAS 133 is effective for all fiscal
quarters of all fiscal years beginning after June 15, 2000 (December 31, 2001
for the Company). SFAS 133 requires that all derivative instruments be recorded
on the balance sheet at their fair value. Changes in the fair value of
derivatives are recorded each period in current earnings or other comprehensive
income, depending on whether a derivative is designated as part of a hedge
transaction and, if it is, the type of hedge transaction. For fair-value hedge
transactions in which the Company is hedging changes in the fair value of an
asset, liability, or firm commitment, changes in the fair value of the
derivative instrument will generally be offset in the income statement by
changes in the hedged item's fair value. For cash-flow hedge transactions, in
which the Company is hedging the variability of cash flows related to a
variable-rate asset, liability, or a forecasted transaction, changes in the fair
value of the derivative instrument will be reported in other comprehensive
income. The gains and losses on the derivative instrument that are reported in
other comprehensive income will be reclassified as earnings in the periods in
which earnings are impacted by the variability of the cash flows of the hedged
item. The ineffective portion of all hedges will be recognized in current period
earnings. Management is currently reviewing the provisions of SFAS No. 133 and
does not believe that the Company's financial statements will be materially
impacted by the adoption.

ENVIRONMENTAL MATTERS

The Company's exposure to environmental matters has not changed significantly
from the year ended December 25, 1998. For detailed information regarding
environmental matters, see "Management's Discussion and Analysis - Risk
Management" set forth in the Company's Annual Report on Form 10-K for the year
ended December 25, 1998.

NOTE REGARDING FORWARD LOOKING STATEMENTS: The Management's Discussion and
Analysis and other sections of this Form 10-Q may contain forward looking
statements that are based on current expectations, estimates and projections
about the industries in which the Company operates, management's beliefs and
assumptions made by management. Words such as "expects," "anticipates,"
"intends," "plans," "believes," "estimates," or variations of such words and
similar expressions are intended to identify such forward looking statements.
These forward-looking statements are based on a number of assumptions that could
ultimately prove inaccurate, and, therefore, there can be no assurance that they
will prove to be accurate. All such forward-looking statements are subject to
the safe harbor created by the Private Securities Litigation Reform Act of 1995.
Important factors that could cause future financial performance to differ
materially and significantly from past results and from those expressed or
implied in this document include, without limitation, the risks of acquisition
of businesses (including limited knowledge of the businesses acquired and
misrepresentations by sellers), changes in business strategy or development
plans, the cyclical demand for the


                                       23
<PAGE>

Company's products, the supply and/or price of aluminum and other raw
materials, currency exchange rate fluctuations, environmental regulations,
availability of financing, competition, reliance on key management personnel,
ability to manage growth, loss of customers, and a variety of other factors.
For further information on these and other risks, see the "Risk Factors"
section of Item 1 of the Company's Annual Report on Form 10-K for the year
ended December 25, 1998, as well as the Company's other filings with the
Securities and Exchange Commission. The Company assumes no obligation to
update publicly its forward looking statements, whether as a result of new
information, future events or otherwise.

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The following discussion about the Company's risk-management activities includes
forward-looking statements that involve risk and uncertainties. Actual results
could differ materially from those projected in the forward-looking statement.
See "Note Regarding Forward Looking Statements" for additional information
regarding the Private Securities Litigation Reform Act. The Company's management
of market risk from changes in interest rates, exchange rates and commodity
prices has not changed from the year ended December 25, 1998. For detailed
information regarding the Company's risk management, see "Management's
Discussion and Analysis - Risk Management" and "Item 7A. Quantitative and
Qualitative Disclosures about Market Risk" set forth in the Company's Annual
Report on Form 10-K for the year ended December 25, 1998.

The Company's exposure to market risk from changes in interest rates and
commodity prices have not changed significantly from the year ended December 25,
1998. The Company's exposure to market risk from changes in exchange rates has
decreased since the year ended December 25, 1998. This analysis presents the
hypothetical increase in foreign exchange loss and increase in interest expense
related to those financial instruments and derivative instruments held by the
Company at June 26, 1999, which are sensitive to changes in foreign currency
exchange risks. A hypothetical 10 percent decrease in foreign currency exchange
rates would increase the Company's foreign currency exchange loss by
approximately $11.0 thousand for the six months ended June 26, 1999, as compared
to the hypothetical increase in the Company's foreign currency exchange loss of
approximately $1.9 million for the year ended December 25, 1998. The decrease in
the hypothetical loss for the period ended June 26, 1999, is primarily
attributable to the prepayment of the Company's unhedged Tranche B Term Loans
under the Dutch Guilder facility (U.S. Dollar denominated debt) during the
second quarter of 1999.

All other factors remaining unchanged, a hypothetical 10 percent increase in
foreign currency exchange rates for one year would increase interest expense by
approximately $656.6 thousand as calculated at June 26, 1999, as compared to the
hypothetical increase in the Company's interest expense of approximately $1.4
million as calculated at December 25, 1998. The decrease is primarily due to the
effect of the weakening of the Dutch Guilder and Pound Sterling on the Company's
currency swap payments (see Note 5 to the Consolidated Financial Statements for
the year ended December 25, 1998, set forth in the Company's Annual Report on
Form 10-K).


                                       24
<PAGE>

PART II - OTHER INFORMATION

ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K

(a)(1)   The following consolidated financial statements of Euramax
         International plc and its subsidiaries are included in Part I, Item 1.

                  Condensed Consolidated Statements of Earnings for the quarters
                  and the six months ended June 26, 1999 and June 27, 1998

                  Condensed Consolidated Balance Sheets at June 26, 1999 and
                  December 25, 1998

                  Condensed Consolidated Statements of Cash Flows for the six
                  months ended June 26, 1999 and June 27, 1998

                  Notes to Condensed Consolidated Financial Statements

(b)      The Company filed no reports on Form 8-K during the three months ended
         June 26, 1999.



                                       25
<PAGE>

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (CONTINUED)

<TABLE>
<CAPTION>

(c)      Exhibits:
           <S>        <C>
           2.1**      Purchase Agreement dated as of April 28, 1997, among the
                      Company and Genstar Capital Corporation ("GCC"), Ontario
                      Teachers' Pension Plan Board and the Management
                      Stockholders of Gentek Holdings, Inc. ("Holdings") as
                      sellers GCC as sellers' representative; Holdings and
                      Gentek Building Products, Inc. ("GBPI"). (Incorporated by
                      reference to Exhibit 2.1 of the Registrant's Form 8-K
                      filed August 1, 1997).

           3.1*       Articles of Association of Euramax International plc

           3.2*       Memorandum and Articles of Association of Euramax European
                      Holdings plc

           3.3*       Articles of Association of Euramax International B.V.

           3.4*       Articles of Incorporation of Amerimax Holdings, Inc.

           3.5*       Bylaws of Amerimax Holdings, Inc.

           4.3*       Indenture,  dated as of September 25, 1996, by and among
                      Euramax  International  plc, Euramax European Holdings
                      plc, Euramax European Holdings B.V., Amerimax Holdings,
                      Inc. and the Chase Manhattan Bank, as Trustee.

           4.4*       Deposit Agreement, dated as of September 25, 1996, by and
                      among Euramax International plc, Euramax European Holdings
                      plc, Euramax European Holdings B.V., and The Chase
                      Manhattan Bank, as book-entry depositary

           4.5*       Registration  Rights  Agreement,  dated  as of  September
                      25,  1996,  by and  among  Euramax International  plc,
                      Euramax European Holdings plc, Euramax European  Holdings
                      B.V.,  Amerimax Holdings, Inc. and J.P. Morgan Securities
                      Inc. and Goldman Sachs & Co.

           4.6*       Purchase Agreement dated as of September 18, 1996, by and
                      among Euramax  International  Ltd., Euramax European
                      Holdings Ltd., Euramax European Holdings B.V.,  Amerimax
                      Holdings,  Inc. and J.P. Morgan Securities Inc. and
                      Goldman Sachs & Co.

         10.26***     Incentive Compensation Plan effective January 1, 1997, by
                      Euramax International plc

         10.27***     Phantom Stock Plan effective January 1, 1999, by Euramax
                      International plc 10.28 Amendment and Waiver dated as of
                      April 6, 1999, among Euramax International plc, and its
                      subsidiaries, Paribas (as Agent and Lender), and the
                      Lenders, to the Amended and Restated Credit Agreement
                      dated as of July 16, 1997.

         10.28        AMENDMENT AND WAIVER, dated as of April 6, 1999, among
                      Euramax International plc, and its subsidiaries, Paribas
                      (as Agent and Lender), and the Lenders, to the the
                      Amended and Restated Credit Agreement dated as of July
                      16, 1997.

             27       Financial Data Schedule
</TABLE>

--------------------------------------------------------------------------------
*   Incorporated by reference to the Exhibit with the same number in the
    Registrant's Registration Statement on Form S-4 (333-05978) which
    became effective on February 7, 1997.

**  Incorporated by reference to the Exhibit with the same number in the
    Registrant's Annual Report on Form 10-K (333-05978) which was
    filed on March 12, 1998.

*** Incorporated by reference to the Exhibit with the same number in the
    Quarterly Report on Form 10-Q (333-05978) which was filed on April 26,
    1999.


                                       26
<PAGE>

                                   SIGNATURES

PURSUANT TO THE REQUIREMENTS OF SECTION 13 OR 15(d) OF THE SECURITIES AND
EXCHANGE ACT OF 1934, EURAMAX INTERNATIONAL PLC HAS DULY CAUSED THIS REPORT TO
BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THEREUNTO DULY AUTHORIZED.

                            EURAMAX INTERNATIONAL PLC

    SIGNATURE                            TITLE                       DATE
    ---------                            -----                       ----
   /s/ J. David Smith    Chief Executive Officer and President    August 2, 1999
-------------------------
      J. David Smith



   /s/ R. Scott Vansant   Chief Financial Officer and Secretary   August 2, 1999
-------------------------
      R. Scott Vansant