SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT


                     Pursuant to Section 13 or 15(d) of the
                         Securities Exchange Act of 1934

                     Date of report (Date of earliest event
                             reported) June 9, 1997



                             NACCO Industries, Inc.
             (Exact name of registrant as specified in its charter)


Delaware                            1-9172                            34-1505819
(State or other                  (Commission                       (IRS Employer
jurisdiction of                   File Number)                    Identification
incorporation)                                                           Number)



5875 Landerbrook Drive, Mayfield Heights, Ohio                             44124
(Address of principal executive offices)                              (Zip Code)




Registrant's telephone number, including area code (216) 449-9600




          (former name or former address, if changed since last report)







ITEM 5.  OTHER EVENTS

Comments of

Alfred M. Rankin, Jr.
Chairman, President and
Chief Executive Officer

At The NACCO Industries, Inc.
Annual Meeting of Stockholders
May 14, 1997

I want to preface my remarks today with the thought that we at NACCO  Industries
believe the  historical  market price of NACCO's common stock has not accurately
reflected  the Company's  inherent  value.  As a result,  we will be taking more
aggressive  steps this year to  communicate  our  strategies  to the  investment
community  in an effort to reduce the gap that has  developed  over time. I will
talk more about our plans in a few minutes, but first I would like to review our
Company's operations in 1996 and our prospects for the years ahead.

As we told you in our annual report,  difficult  operating  environments  at our
individual  businesses had a measurable  impact on our 1996 results.  Net income
was $50.6 million,  or $5.67 per share,  which  compares with $65.5 million,  or
$7.31 per share in 1995. Revenues increased to $2.3 billion from $2.2 billion in
1995. Our return on equity in properly capitalized tangible assets, a key driver
of the value of our Company, was 30 percent,  well above most S&P 500 companies,
and return on equity in total assets, which includes unamortized  goodwill,  was
12 percent. Both return on equity measurements were satisfactory,  but below our
objectives.

Turning  to the 1997 first  quarter  results,  despite  sharply  lower  reported
earnings,  we had some positive news: strong backlog buildups for lift trucks at
NACCO   Materials   Handling   Group;   increased   unit   volumes  at  Hamilton
Beach/Proctor-Silex;  and increased lignite  production at North American Coal's
mines in Texas and Louisiana.

These  positives,  however,  were offset by  decreases in the volume of forklift
truck shipments in the North American market as backlogs  increased in the first
quarter of 1997  compared with sharply  declining  backlogs in 1996. We also saw
adverse winter weather conditions which hampered coal production at our mines in
North Dakota, a customer's power plant outage in North Dakota,  and, at Hamilton
Beach/Proctor-Silex,   start-up  costs  for  a  new  manufacturing  facility  in
Saltillo, Mexico, as well as a 1996 tax benefit which did not reoccur in 1997.


That translated to net income of $2.8 million,  or $0.35 per share for the first
quarter  of 1997,  compared  with  $12.9  million,  or $1.44  per share in 1996.
Earnings  before goodwill  amortization  in the first quarter,  perhaps a better
comparison,  were $6.7 million, or $0.82 per share, compared with $16.7 million,
or $1.86 per share, in 1996.  These earnings were achieved  despite  revenues of
$479.7 million for the first quarter of 1997, which were $79.8 million less than
a year earlier.

Given this  environment,  our  challenge for the rest of 1997 and for 1998 is to
continue the cost-reduction and profit improvement  programs already in place or
planned  at  our  businesses,   to  pursue  financially   sensible   acquisition
opportunities, and to communicate effectively to the financial markets and other
constituencies what we believe to be the true value of our businesses.

Now, let's look more closely at each of our operating units.

NORTH AMERICAN COAL

North American Coal is a premier U.S. coal company  focused on the  acquisition,
mining  and  marketing  of  lignite  for use as a fuel for power  generation  by
electric  utilities.  Project mining skills represent North American Coal's core
strength.  These  skills  include  the ability to move  overburden  efficiently,
contain  costs and provide a superior  level of service to its  customers -- the
power plant operators.

From an operating perspective,  the company performed well in 1996, selling 27.6
million tons of lignite  compared  with 26.7 million tons in 1995.  Also, in its
first full year of activity,  our  dragline  operations  near Miami  efficiently
mined 7.4 million  cubic yards of limerock  and achieved  target  profitability.
However, our non-operating earnings,  which over the years have included royalty
fees from  previously  owned  underground  mining  facilities  and various  coal
reserves, as well as non-operating management fees, declined.

As a result,  net income was $19.2 million,  a decrease of $3.4 million compared
with 1995, due largely to the accelerated  payment of a 1996 management fee that
was received and recognized in the fourth quarter of 1995.

In the first  quarter,  severe winter  weather at two of North  American  Coal's
project  mines in North  Dakota and a  customer's  power  plant  outage were key
reasons for lower net income.  Net income was $3.9 million in the first  quarter
of 1997,  compared with $4.8 million a year earlier. It is unlikely we will make
up that portion of the lignite tonnage  shortfall at the Falkirk mine related to
the outage at the Coal Creek power station in North Dakota.

A key  perspective on North American Coal is that its existing  project mines --
Sabine,  Coteau,  Falkirk  and Red  River -- should  have a sound  cash flow and
earnings  stream which should  continue well into the next century.  And,  since
they are service oriented mines,  they have rather moderate  capital  investment
requirements.

As we reported  to you last year,  our  contract  at the  Falkirk  mine in North
Dakota was  extended to the year 2020;  the  contract at the Coteau mine runs to
2037 at our option; the Sabine mine contract in Texas runs to the year 2020; and
our Oxbow mining  contract in Louisiana to the year 2010.  In addition,  our new
Florida dragline operation is under a contract that runs until the year 2005.

Of course,  contracts alone will not ensure our future  success.  We are pleased
that our  customers  are low cost power  producers  and are well  positioned  to
compete  on  the  electrical   transmission  grid  system.   However,   we  must
continuously lower our costs so that our customers can remain  cost-competitive.
The new era of power industry deregulation is just around the corner. We believe
it will be the efficient mine operators and power producers who are best able to
compete, and indeed, thrive, in this new environment.

Our efforts will also focus on expanding our existing operations,  as we have in
the  past,  as well as  finding  new  growth  opportunities.  In  1996,  we were
successful in winning two significant  mine  contracts.  North American Coal was
selected by the San Miguel Electric Cooperative to operate its mine in Texas. We
expect to deliver 1.8 million  tons of lignite this year,  with first  shipments
beginning on July 1. In the future,  we should  deliver about 3 million tons per
year through 2007.

We were also  selected  by  Phillips  Coal  Company to be its 25  percent  joint
venture partner in the  development of a new lignite mine in  Mississippi.  This
mine is scheduled to begin operations in the year 2000, delivering three million
tons of lignite annually under a 30-year contract.

Unlike our  traditional  service  oriented  mines,  these  mines will  require a
substantial amount of investment capital,  possibly as much as $75 million,  but
with  anticipated  results  in line with our  expectations  regarding  return on
equity.

Both of these new contracts were won against  competition which included some of
the best coal  operators in the business,  and they  reaffirmed  our  reputation
within the industry as a highly efficient low cost producer. The contract awards
reflect the teamwork,  dedication and professionalism of our North American Coal
employees.

We will continue to look in the United States for new projects and acquisitions.
With that said, a realistic  analysis  indicates that opportunities are limited.
However,  demand for electric  power  generation  in other parts of the world is
increasing  rapidly and  privatization of existing  operations is ongoing.  As a
result,  we are studying several mining projects in other  countries,  including
Turkey, Indonesia and India.

I want to  emphasize  that we will  not  pursue  growth  merely  for the sake of
growth. In analyzing any coal project,  we look for sound, risk adjusted returns
over the long haul.

To summarize  briefly,  North America Coal has a solid core of  well-established
mines generating  significant free cash flow, strong net income and high returns
on relatively modest invested capital.  We have new mining operations which will
start up in 1997 and 2000.  And finally,  we will grow both in the United States
and   internationally   through  new  projects  when   significant,   profitable
opportunities present themselves.

HAMILTON BEACH/PROCTOR-SILEX

Hamilton  Beach/Proctor-Silex is the largest full-line manufacturer and marketer
of small electric motor and  heat-driven  kitchen and garment care appliances in
North America.  Hamilton  Beach/Proctor-Silex  competes in 27 different  product
categories,  eight  of which  are  considered  core  categories.  It  holds  the
number-one  or  number-two  market  positions  in  seven  of  these  eight  core
categories.  The company's U.S. market share was 30.5 percent in 1996,  compared
with 29.9  percent in 1995.  Our  well-known  brands are  primarily  distributed
through mass merchandisers,  department stores,  warehouse  membership clubs and
other retail outlets.

Significantly,  we now own 100  percent of the  company,  having  purchased  the
outstanding 20 percent minority interest during the past year.

Hamilton  Beach/Proctor-Silex's  1996  revenues  increased 3.6 percent to $395.1
million,  up from $381.4  million a year earlier.  Net income was $10.7 million,
down from $11.8 million in 1995,  reflecting increased  amortization of goodwill
and a higher  effective  tax rate.  Return on  equity  in  properly  capitalized
tangible  assets was 20.3  percent and return on equity in total  assets was 9.6
percent, both acceptable returns, but below our objectives.

For the first  quarter of 1997,  revenues grew to $75.3  million,  compared with
$67.9  million  for the first  quarter of 1996.  However,  contributions  to net
income from volume  increases  were  offset by the  nonrecurrence  of a 1996 tax
benefit and start-up costs related to the new Saltillo manufacturing facility.

We also saw an extremely  competitive first quarter pricing environment in which
our cost  reductions  could not  adequately  compensate for all decreases to our
average selling prices. As a result, Hamilton Beach/Proctor-Silex had a net loss
of $2  million  for the  first  quarter  of  1997,  compared  with a net loss of
$700,000 in the same period in 1996.

We believe that even without increasing Hamilton  Beach/Proctor-Silex's existing
volume base, we have an excellent opportunity to increase  profitability through
our cost reduction  programs.  In our continuing  effort to improve our low-cost
manufacturing  position,  we have  focused on several  initiatives  that  should
return substantial  benefits in the years ahead. I will briefly touch on some of
these initiatives.

First, the new  manufacturing  plant in Saltillo,  Mexico, is just now coming on
line.  The plant should be fully  operational  by the end of 1998 as a result of
consolidating some of our North Carolina  operations into the Saltillo facility.
Saltillo  should  provide total costs  comparable to those of competing  Chinese
imports, but with more flexible logistical support for our customers.

Second, our significant  capital investment program to upgrade our manufacturing
plants and equipment is nearing  completion.  This program,  in combination with
other significant efficiency and cost improvements in our plants, is making them
less costly to operate and is enhancing throughput.

Third, we are continuing our Value Improvement Programs, which reduce the design
and  manufacturing  costs of our products and reduce vendor  costs.  These Value
Improvement  Programs have been going on successfully for several years and have
been critical to our ability to remain price competitive.

And fourth,  we will  continue to source  product from China where  necessary to
remain competitive in certain product categories.

To repeat my point, even without volume growth at Hamilton  Beach/Proctor-Silex,
we believe these programs will provide us with very significant cost reductions,
net of necessary price reductions, by 1999.

However,  we also see  opportunities to increase  earnings through sales growth,
particularly  through  share  enhancement  in the  "better"  and "best"  product
categories, where our margins are higher.

Growth  should  come from  strengthened  partnering  relationships  designed  to
enhance the  effectiveness  of kitchen  electric  category  management  with our
larger customers such as Wal-Mart, Kmart and Target.

Brand positioning will also play a prominent role in our growth strategies. Last
year we began  repositioning  the Hamilton  Beach(R) brand into the "better" and
"best" categories,  offering consumers additional  features,  higher quality and
improved  design at these higher price  points.  We are  continuing to reinforce
this program with a carefully targeted national advertising program.

We are also introducing a steady stream of new products with innovative features
in our core business and extending  product lines in the kitchen electric market
where we find sound opportunities.  We also see a potential for increased volume
coming  from a  greater  focus  on  international  sales  and  expanded  product
offerings in the commercial  market.  Finally,  we are looking  closely at other
small  electric  product  categories  such as  personal  care and  home  comfort
products, where we believe we can leverage our core business economic structure.

In summary,  we are confident that our cost reduction game plan has  significant
savings potential.  We are hopeful these savings will be fully achieved by 1999.
While some of these savings will  inevitably be given up in price  reductions to
maintain market position in an intensely  competitive  pricing climate,  the net
benefits could be significant.

At the same  time,  we see  capital  requirements  moderating.  Working  capital
control is tighter, resulting in a positive operating cash flow of $36.8 million
in 1996, primarily due to reduced inventories and accounts  receivable.  We also
see  lower  capital  spending  for  new  manufacturing  equipment  as our  major
replacement  program  nears  completion.  As a result,  free  cash  flow  should
increase  significantly  after  1998  when  our  Saltillo  plant is fully up and
running.

In sum, we see an excellent  opportunity  ahead to enhance earnings through both
cost  reductions  and  increased  volume  growth.  We  are  very  hopeful  these
strategies will allow us to reach our target return on equity objectives.

KITCHEN COLLECTION

Kitchen Collection is a national  specialty retailer of brand-name  kitchenware,
tableware,  small  electric  appliances and related  accessories.  At the end of
1996, the company operated 144 stores, located primarily in factory outlet malls
throughout the United States.

Kitchen Collection  revenues grew to $74.9 million in 1996,  compared with $69.6
million in 1995.  However,  comparable store sales, a key factor that influences
profitability,  fell from 1995  levels.  Net income  declined  slightly  to $1.5
million  from $1.6  million  in the  prior  year.  Return on equity in  properly
capitalized  tangible  assets  was 18.3  percent  and  return on equity in total
assets  was  13.2  percent.  These  results  were  acceptable,   but  below  our
objectives.

In the first quarter of 1997,  revenues increased 13.2 percent to $14.6 million,
compared with $12.9  million in the same quarter a year earlier.  Encouragingly,
same store sales  increased 7.6 percent.  Net loss in what is  historically  our
poorest performing quarter was $650,000,  a 12 percent improvement compared with
the first  quarter  of 1996.  Going  forward,  we believe  Kitchen  Collection's
current level of profitability provides a sound base for future earnings growth.

The  strategic  merchandising  programs we began last year are  starting to help
improve  comparable store sales.  These include a preferred  customer program, a
private label direct import  program and a program to increase our average sales
transaction.

The  earnings of our core group of stores will be enhanced by the  phase-out  of
the  Hearthstone(TM)  factory  outlet  stores,  a format  which did not meet our
expectations.

We will continue  focusing on individual  store  performance and  cost-effective
expense  control.  Each store is measured  against a demanding  set of sales and
profitability  targets, and we will not hesitate to close underperforming stores
to enhance  core  earnings  and return on  capital.  Kitchen  Collection's  core
strategy is to remain a very significant  presence in the factory outlet channel
while maintaining a consistent stream of profitability.

We believe,  however,  that the factory  outlet mall  channel is mature,  and we
currently see only modest growth  prospects.  Significant  growth will depend on
new, carefully planned  merchandising  formats. We are now testing  conventional
retail outlets in  medium-sized  markets,  as well as electronic  merchandising,
particularly on the Internet.

NACCO MATERIALS HANDLING GROUP

I will turn now to NACCO Materials  Handling Group, which is the world leader in
the wholesale  forklift  truck  industry with roughly a 15 percent  market share
worldwide and a 29 percent market share in the important North American  market.
NACCO Materials Handling Group designs, engineers and manufactures a broad range
of forklift trucks branded with the Hyster(R) and Yale(R) names and sold through
separate, independent dealer networks around the world.

NACCO Materials Handling Group's 1996 revenues were up slightly to $1.6 billion,
compared  with $1.5 billion the year  before.  Net income  before  extraordinary
charges was $26.4 million, compared with $33.5 million in 1995. Return on equity
in properly  capitalized  tangible assets was 27.9 percent, and return on equity
in total assets was 8.8 percent. Again, these results were acceptable, but below
our objectives for this point in the lift truck cycle.

The key story at NACCO Materials Handling Group in 1996 was the sales decline in
the  Americas  operations  from the first  quarter  of 1996  through  the fourth
quarter  of  1996.  Net  income   quarterly   comparisons   with  1995  declined
progressively as the year went on.

The dramatic change in volume was even more evident in the first quarter of 1997
when net income was $3.5 million,  compared with $12.2 million in 1996. Revenues
for the quarter were $332.3  million,  a decline of $88.5 million or 21 percent.
This decline was significantly  affected by backlog  fluctuations.  In the first
quarter of 1996,  unit backlog in the Americas  decreased by 2,500 units. In the
first quarter of 1997,  backlog  increased  more than 4,000 units,  reflecting a
stronger than  anticipated  market in the U.S. This backlog  buildup will enable
our plants to run more  efficiently  in 1997 and is  expected  to lead to higher
production rates, compared with the 1997 first quarter, later this year.

Also in 1997, in comparison to 1996, the operations of Sumitomo/NACCO  Materials
Handling  should  be  helped  by a  weaker  Japanese  yen  and  a  newly  opened
Philippines plant.

Nevertheless,  we believe cost  reductions  will be  necessary to achieve  NACCO
Materials  Handling Group's  financial  objectives and that these objectives are
achievable over the 1997-1998  period.  A lot of work in this regard has already
started through programs designed to take costs out of our products, improve our
manufacturing processes and reduce infrastructure costs.

First, with our new lift truck product lineup largely completed, we are shifting
our energies to our Value Improvement  Program,  which is specifically  aimed at
our biggest  challenge -- aggressively  reducing costs of current products while
enhancing quality and customer  satisfaction.  This program allocates additional
engineering  resources to cost-reduction and quality improvement ideas that have
the  highest  payback.  Significant  results  from our 1996  efforts are flowing
through in 1997, and a larger impact is expected in 1998 and 1999.

Second,  manufacturing  costs are benefiting  from last year's  introduction  of
Demand Flow Technology at the Craigavon, Northern Ireland, plant. DFT focuses on
removing nonvalue-added activities,  improving value-added productivity and more
effectively  linking the total  supply  chain to the  production  process.  As a
result,  both  manufacturing  and  inventories  are  reduced  and less  space is
required. We will be implementing DFT throughout the company in 1997 and 1998.

Third,  we are  manufacturing  more  of our own  parts  such  as  cylinders  and
transmissions  within our  manufacturing  plants  instead of sourcing  them from
outside vendors.  On the other hand, we are also shifting certain  manufacturing
operations to outside  vendors,  especially  for less  strategic  components and
those strategic components for which outside vendors have greater expertise. Our
program of buying expensive new  manufacturing  equipment is largely  completed,
resulting  in  adequate   manufacturing   capacity  and  up-to-date,   efficient
equipment.

And fourth, we're aggressively reviewing selling and administrative expenses and
other  infrastructure  costs.  We are creating a more  efficient and  responsive
infrastructure,  which will  allow us to take full  advantage  of the  potential
leverage of our market position and our two brand names.

In addition to our cost reduction  programs,  we also see  opportunities  to use
free cash flow to support NACCO  Materials  Handling  Group's  worldwide  market
share gain programs -- the main engine of long-term  growth.  The cornerstone of
our market share gain program is new  products.  Over the last several  years we
have invested  heavily in upgrading  virtually our entire  Hyster(R) and Yale(R)
product lines,  with the remaining  products  targeted for completion around the
end of the decade.

To  accomplish  this we have  achieved  important  product  development  process
breakthroughs,  including  reducing  new  product  cycle  times  and  developing
products   with  very   significant   component   commonality.   These   process
breakthroughs help us meet customer requirements more quickly and efficiently in
each region of the world.

We have also  broadened  our presence and growth  opportunities  in the European
warehouse  market  with the  acquisitions  of two  Italian  warehouse  equipment
manufacturers.  As a result,  NACCO Materials Handling Group can now provide our
European dealers with a full line of Hyster(R) and Yale(R) warehouse equipment.

We have taken major  steps to support  and  strengthen  our  outstanding  dealer
network by signing new dealers and developing new marketing programs. As part of
this program,  we have  strengthened our dealership  representation in China and
are  reviewing  alternative   approaches  to  establishing  a  domestic  Chinese
manufacturing capability.

We are also generating  growth in our profitable  parts business by offering our
customers  parts  for  competitive  brands  of  forklift  trucks  and by  taking
advantage  of the growing  field  population  of  Hyster(R)  and Yale(R)  trucks
resulting  from our programs to increase lift truck unit market share.  The full
benefits should flow through to our parts business over the next few years.

In  summary,  we  see  significant  cost  reductions  and  moderating  corporate
investments   in  the  business  over  the  next  two  years,   with,  we  hope,
significantly enhanced returns on capital targeted for 1999.

OUTLOOK

It should be clear from my remarks that we believe NACCO Industries has a stable
core of solid  companies with excellent  market and industry  positions.  We are
focusing  heavily on cost reduction in 1997 and 1998, and we expect to see these
programs in large measure come to fruition in 1999. At the same time, we believe
there are significant internal growth opportunities at each of our subsidiaries.
In addition,  we will invest in worthwhile niche  acquisitions  that clearly add
value to our existing businesses. We believe that our emphasis on cost reduction
will,  on its own,  yield  higher  future  earnings  and that returns on capital
invested will be more in line with our  objectives for return on equity in total
assets over the market cycle.

Against this encouraging long-term backdrop, an issue that concerns us right now
is the  lack of  value  recognition  for  NACCO  Industries  on the  part of the
investment  community.  Given  our  belief  in the  potential  value of  NACCO's
business units, we initiated a two-phase share repurchase program in 1996.

The first phase was completed in December with the purchase of 800,000 shares of
Class A Common Stock  through a "Dutch  auction"  self-tender  offer for $50 per
share. In the second phase of this program,  we are authorized to purchase up to
an additional 700,000 shares in the open market over the next two years.

We believe this is a clear  indication of our  confidence in NACCO's  prospects.
However,  at market prices  prevailing over the last two years,  our shares have
been valued at something like nine times reported earnings and at something like
seven times earnings before goodwill amortization of $1.73 per share in 1996 and
about $2.00 per share in 1997, a more comparable way to look at our Company.

We feel a  higher  multiple  is  economically  justified  on  both a  comparable
multiple basis and on a discounted cash flow basis for a company with businesses
in the  industries  we are  in,  with  the  strong  market  positions  that  our
businesses have, and with returns on tangible assets comparable to ours.

We are working on a program that will help us  communicate  our  strategies  and
prospects  more clearly to the  investment  community in the hope of gaining the
recognition  we  believe  the  Company  deserves.  We  believe  there  are value
investors who will be interested in smaller capitalization  companies like ours.
We intend to tell more of them our story.

Assuming market  conditions are what we anticipate,  our hope is that by 1999 we
will have  enhanced the  Company's  base  earnings  significantly  and have been
awarded a more  appropriate  multiple  in the  marketplace,  thereby  increasing
returns for long-term investors.

In closing,  I want to take a few moments to recognize Frank E. Taplin,  Jr. who
retired  in 1997 as a member of our Board of  Directors  after a  remarkable  51
years of service.  Frank has made many significant  contributions to the Company
over a half-century of growth, and we thank him for all that he has contributed.

In particular,  he has overseen great change as the Company has evolved from its
position as a merchant coal company to an  underground  coal mining company with
long-term  utility  contracts,  to a surface coal mining  company in the Western
United States.  This was followed by our entry into the forklift truck business,
the small electric appliance  business and retailing.  Frank's strong support of
these transitions with his long-term, investor-oriented perspective has been key
to serving the best interests of our stockholders.

We will miss Frank's  regular  presence at our meetings,  but we look forward to
his continuing contributions as director emeritus.

                                       ###

CAUTIONARY STATEMENTS

Certain aspects of Mr. Rankin's remarks are "forward-looking  statements" within
the meaning of Section 27A of the  Securities Act of 1933 and Section 21E of the
Securities  Exchange  Act of 1934.  These  forward-looking  statements  are made
subject to certain risks and  uncertainties  which could cause results to differ
materially from those presented in those forward-looking  statements. Such risks
and uncertainties  with respect to each subsidiary's  operations include without
limitation:

North American  Coal:  (1) weather  conditions or other events that would reduce
the level of customers fuel  requirements,  (2) transitional  issues in assuming
the  management of the San Miguel  Lignite  project and (3) the  uncertainty  of
receiving incentive payments under certain of its mining contracts comparable to
the level of payments received in 1996.

NACCO  Materials  Handling  Group:  (1)  changes  in sales  price and demand for
forklift trucks and related  service parts,  (2) delays in delivery or increased
pricing  of  raw  materials  or  sourced  products  and  labor,  scheduling  and
transportation difficulties, (3) product liability or other litigation, warranty
claims or other returns of products, (4) exchange rate fluctuations,  changes in
foreign import tariffs or monetary  policies and other changes in the regulatory
climate  in the  foreign  countries  in which  NACCO  Materials  Handling  Group
operates and/or sells products.

Hamilton  Beach/Proctor-Silex:  (1) delays or increased costs in the start-up of
the  operations in Saltillo,  Mexico,  (2) bankruptcy of or loss of major retail
customers, (3) product liability and other litigation,  (4) changes in the sales
price, product mix or levels of consumer purchasing of small electric appliances
and (5)  exchange  rate  fluctuations,  changes  in  foreign  import  tariffs or
monetary  policies and other  changes in the  regulatory  climate in the foreign
countries in which Hamilton Beach/Proctor-Silex operates and/or sells products.

Kitchen  Collection:  (1) weather  conditions  which would  reduce the number of
customers  visiting the stores,  (2) changes in the sales price,  product mix or
level of consumer  purchasing of kitchenware  and small electric  appliances and
(3) delays in delivery or increased pricing of sourced products.





                                    Signature


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



                                   NACCO Industries, Inc.
                                   ------------------------------------
                                   (Registrant)



Date:  June 9, 1997                By:    /s/Kenneth C. Schilling
       ------------                ------------------------------------
                                   Name:   Kenneth C. Schilling
                                   Title:  Vice President and Controller
                                           (Principal Accounting and
                                             Financial Officer)