Form 6-K

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FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16

Of the Securities Exchange Act of 1934

For the month of ~~February~~ November, 2004

Commission File Number 333-8426 and 22-27934

Anchor Lamina Inc.

(Registrant's name)

2590 Ouellette Avenue

Windsor, Ontario

Canada N8X 1L7

(Address of principal executive offices)

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F

Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Form 6-K

Page 2 of 3

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submitted to furnish a report or other document that the registrant foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant's "home country"), or under the rules of the home country exchange on which the registrant's securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant's security holders, and, if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Indicate by check mark whether by furnishing the information contained in this form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes

If "Yes" is marked, indicated below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-

Signatures

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

ANCHOR LAMINA INC (registrant) Date: April 7, 2004 By: Jack C. Tough Jack C. Tough Vice President and Chief Financial Officer

		ANCHOR LAMINA INC
		(registrant)
Date:	January 31, 2005	By:	Jack C. Tough
		Jack C. Tough Vice President and Chief Financial Officer

Form 6-K

Page 3 of 3

Item List

Unaudited Consolidated Financial Statements for ~~Second~~First Quarter Ended ~~February~~November 2930, 2004.

Report to Bondholders

For the second quarter ended February 29, 2004.

April 7, 2004

Second quarter consolidated sales were $33.4 million compared to $36.4 million in the second quarter last year. Translation of sales made in U.S. dollars reduced second quarter sales by $2.8 million compared to prior year as a result of the depreciation of the U.S. dollar compared to the Canadian dollar. Sales shortfalls at the North American Die Set segment (NADS) and Lamina Components segment (Lamina) were partially offset by increased sales in the European segment generated by special projects. Rapidly increasing steel prices in the quarter had minimal impact on second quarter results as the Company was able, for the most part, to pass the increases through to the customer and was able to purchase adequate amounts of steel. If steel prices continue to increase it may not be possible for the Company to pass these additional increases on to customers. If, due to international influences on the steel market, there are shortages of hot rolled steel plate the Company is not assured of a continuous supply of steel plate.

Gross profit margins declined 1.1 percentage points to 26.9% in the second quarter from 28.0% in the second quarter of fiscal 2003 due primarily to the product mix at Lamina and increased fixed costs as a percent of sales due to the weak sales volume throughout North America.

Earnings before interest, taxes, depreciation and amortization (EBITDA) for the second quarter were $2.9 million, down from $9.3 million in the second quarter of fiscal 2003. Lower gross profit in 2004 contributed $1.2 million to the shortfall due mainly to the weakening of the U.S. dollar, lower sales in NADS and Lamina and the product mix at Lamina, all as described above. Selling and administrative costs were $0.1 million higher than 2003 due to an assessment of $0.3 million for Ontario capital taxes from prior years. Additionally, the loss on foreign exchange for the second quarter of 2004 was $0.2 million, compared to the $1.3 million gain on foreign exchange reported in the second quarter of 2003, resulting in a $1.5 million difference from the prior year. The remainder of the difference was a result of items occurring in the second quarter of 2003 that did not occur in the second quarter of 2004. In the prior year, the second quarter included a gain on early extinguishment of debt of $4.2 million, losses resulting from plant closure costs of $0.2 million, the write-off of deferred financing fees of $0.1 million and a loss on sale of European operations of $0.4 million.

The net loss in the second quarter of fiscal 2004 was $1.1 million compared to net income of $3.5 million in fiscal 2003, a variance of $4.5 million. The change in EBITDA of $6.4 million (described above) was exacerbated by increased depreciation expense of $0.8 million resulting from the decision to reduce the estimated useful service life of production equipment effective June 1, 2003. Partially offsetting these negative variances were lower interest expenses ($0.5 million), primarily due to the effect of the weakening U.S. dollar on U.S. denominated debt.

Consolidated year-to-date sales were $68.4 million, $6.9 million below prior year sales of $75.3 million. This decrease is primarily due to the weakening of the U.S. dollar against the Canadian dollar ($5.8 million) and, low sales volume at NADS and Lamina, but was partially offset by increased sales in the European segment.

Gross profit for the first six months was $18.8 million, $2.9 million below gross profit of $21.7 million in the same period of the prior year. Gross profit margins declined 1.3 percentage points to 27.5% in the first six months from 28.8% in the prior year. The decline was due primarily to

- 1 -

~~the~~Report ~~product mix at Lamina and increased fixed costs as a percent of sales due~~ to ~~the weak sales volume throughout North America.~~Bondholders

~~Year-to-date~~For ~~EBITDA of $7.5 million, was $7.3 million less than~~ the first ~~six months of 2003 due predominantly to the factors discussed above for the second~~ quarter, ~~including~~ended ~~lower~~November ~~sales and gross profit~~30, ~~a $4.2 million gain on early extinguishment of debt in 2003 that did not occur in~~ 2004, and a $1.5 million decrease in gain on foreign exchange in 2004. Year-to-date selling and administrative expenses were $11.4 million, $0.3 million less than prior year of $11.7 million. The cost of the Ontario capital tax assessment of $0.3 million was offset by reductions in SG&A expenses of $0.7 million due to a reduction in office and sales salaries.

~~Net~~January ~~loss for the first six months was $1.6 million~~27, compared to a net income of $4.2 million in the first six months of 2003. The variance was primarily due to the change in EBITDA described above and $1.4 million increased amortization and depreciation expense. Amortization and depreciation totaled $5.3 million for the first six months of 2004, compared to $3.9 million in the prior year, because of the decision to reduce the estimated useful service life of production equipment effective June 1, 2003. Interest on long term debt for the first six months was $3.5 million, compared to $4.3 million in 2003. The decrease is primarily the result of the effect of the weakening U.S. dollar on U.S. denominated debt.2005

AtConsolidated asales ~~meeting~~for ~~held~~the ~~January~~first 28quarter ended November 30, 2004 were $36.8 million, compared to $34.9 million in the ~~Board~~same period of ~~Directors~~fiscal ~~approved~~2004. Both athe ~~new~~North ~~management~~American ~~Share~~Die ~~Option~~Set ~~Plan~~(NADS) ~~that~~division ~~replaced~~and aLamina ~~former~~Components ~~plan~~had ~~and~~higher ~~cancelled~~sales ~~all~~in ~~existing~~the ~~management~~first ~~share~~quarter ~~options~~of ~~outstanding~~2005 ~~thereunder~~compared to 2004. AThe ~~total~~largest ofcontributing ~~18,500,000~~factor ~~shares~~to ~~have~~increased ~~been~~first ~~reserved~~quarter ~~for~~sales ~~issuance~~in ~~under~~the North American Die Set (NADS) division was higher steel prices. The cost of steel in the ~~Plan~~NADS ~~and~~division asincreased approximately 106% from August 2003 to November 2004. Most of ~~March 31,~~this increase occurred after January 2004,. It ~~14,892,500~~is ~~options~~estimated that the cost of steel was $4.1 million higher in the first quarter of 2005 than the same amount of steel would have ~~been~~cost ~~granted~~in 2004. IfThe European segment experienced weak sales in the ~~value~~first quarter of 2005 compared to 2004. The weakening of the ~~options~~US ~~was~~dollar ~~required~~versus the Canadian dollar had a negative impact of $1.2 million on the first quarter sales compared to bethe ~~included~~prior inyear ~~reported~~sales ~~compensation~~resulting ~~expense~~from our Canadian exports into the U.S.A. and from the consolidation of our U.S. operations’ sales . The strengthening of the Euro versus the Canadian dollar had a positive impact ~~would~~of be$0.1 ~~immaterial~~million on the first quarter sales compared to the prior year sales resulting from the consolidation of our European segment sales.

~~Ongoing~~First ~~environmental~~quarter ~~testing~~gross atprofit ~~the~~was ~~Cheshire~~$9.8 million, CTcompared ~~site~~to ~~has~~$9.8 ~~discovered~~million ~~previously~~in ~~unknown~~the ~~areas~~first quarter of ~~contamination~~2004. ~~Further~~Gross ~~testing~~margin ~~and~~declined ~~analysis~~1.5 ispercentage ~~required~~points to ~~ascertain~~26.5% of sales in the ~~additional~~first ~~costs,~~quarter ifof ~~any~~2005, ~~that~~compared ~~may~~to be28.0% ~~required~~of ~~for~~sales in the ~~site~~first ~~remediation~~quarter ~~(refer~~of to2004, ~~note~~mainly 6as a result of poor product mix of sales at Lamina Components and reduced mark ups realized in the ~~financial~~European ~~statements~~segment as a result of higher material prices (steel) and the slow European economy in general.

Earnings before interest, taxes, depreciation and amortization (EBITDA) for the first quarter were $4.5 million, compared to $4.7 million in the same period last year. The $0.2 million decrease in EBITDA is attributed primarily to higher sales, offset by lower margins, and a decrease of $0.2 million in foreign exchange gains.

First quarter net income was $0.2 million, $0.7 million higher than the net loss of $0.5 million in 2004. The decrease in EBITDA in 2004 of $0.2 million (as described above) was partially offset by the $0.1 million decrease in depreciation and amortization, the $0.1 million decrease in interest on long-term debt and the $0.7 million decrease in income tax expense. The prior year income tax expense included an adjustment of $0.7 million related to an increase in the substantively enacted income tax rates in the Province of Ontario, which did not reoccur in the current period.

Potential Bond Redemption

The Company has reached an agreement for a transaction that, if completed, would result in the Bonds being redeemed.

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Management of the Company uses the measure Adjusted EBITDA (as disclosed in note 10 to the consolidated financial statements) to monitor and evaluate operational performance of the Company and its operating segments. Adjusted EBITDA is also presented as it is commonly used by certain investors to analyze and compare operating performance and to determine a company’s ability to service and/or incur debt. Therefore, under Canadian generally accepted accounting principles, the Company discloses in note 10 6 to the consolidated financial statements Adjusted EBITDA by operating segment. However, Adjusted EBITDA should not be considered in isolation or as a substitute for net income, cash flows or other income or cash flow data prepared in accordance with generally accepted accounting principles or as a measure of a company’s profitability or liquidity.

Some of the statements in this report are forward-looking statements, including statements regarding our future performance, the accuracy of which is necessarily subject to risks and uncertainties. Forward-looking statements include statements regarding the intent, belief or current expectations of the Company or its management or officers, including statements preceded by, followed by or including forward-looking terminology such as "may", "will", "should", "believe", "expect", "anticipate", "estimate", "continue", "predict", or similar expressions, with respect to various matters.

It is important to note that the Company's actual results could differ materially from those anticipated from the forward-looking statements depending on various important factors. These important factors include potential disruption in the Company's supply of steel, potential increases in steel prices, the Company's dependence on the automotive industry, exchange rate fluctuations, the Company's substantial leverage, operating and financial restrictions under the Company's debt agreements, potential environmental liabilities, the potential development of alternative technologies to form metal and plastic parts, substantial competition in the die set industry, the adverse effects of a change in control of the Company, and the risks and uncertainties described in the Company's Annual Report on Form 20-F for the year ended August 31, 2003.

All forward-looking statements in this report are based on information available to the Company on the date of this report. The Company does not undertake to update any forward-looking statements that may be made by it or on its behalf in this report or otherwise.

DET_B\419317.2

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ANCHOR LAMINA INC.

CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(In Thousands of Canadian Dollars)

		Three Months Ended				Six Months Ended
	February 29		February 28		February 29		February 28
	2004		2003		2004		2003
SALES	$	33,443	$	36,393	$	68,387	$	75,273
Cost of goods sold		24,455		26,187		49,602		53,593
GROSS PROFIT		8,988		10,206		18,785		21,680
Selling and administrative expenses		5,884		5,815		11,386		11,677
(Gain) loss on disposal of capital assets		-		(4)		13		6
Plant closure and related environmental expenses (note 7)		-		151		-		151
Gain on early extinguishment of debt (note 8)		-		(4,214)		-		(4,214)
Write-off of deferred financing fees (note 8)		-		140		-		140
(Gain) loss on foreign exchange (note 4)		245		(1,329)		(145)		(1,253)
(Gain) loss on sale of European operations (note 2)		-		383		-		383
		6,129		942		11,254		6,890
EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION		2,860		9,264		7,531		14,790
Depreciation and amortization		2,653		1,897		5,281		3,938
Interest on long-term debt		1,728		2,111		3,493		4,349
Other interest		199		275		413		608
		4,580		4,283		9,188		8,895
INCOME (LOSS) BEFORE TAXES		(1,720)		4,981		(1,657)		5,895
INCOME TAXES (note 5)		(668)		1,500		(106)		1,699
NET INCOME (LOSS)	$	(1,052)	$	3,481	$	(1,551)	$	4,196
(See accompanying notes)

		Three Months Ended
		November 30
		2004		2003

SALES	$	36,782	$	34,944

Cost of goods sold		27,029		25,147

GROSS PROFIT		9,753		9,797

Selling and administrative expenses		5,494		5,503
(Gain) loss on disposal of capital assets		(84)		13
Gain on foreign exchange		(177)		(390)
		5,233		5,126
EARNINGS BEFORE INTEREST, TAXES, DEPRECIATION AND AMORTIZATION		4,520		4,671

Depreciation and amortization		2,537		2,628
Interest on long-term debt		1,626		1,766
Other interest		185		214
		4,348		4,608

INCOME BEFORE INCOME TAXES		172		63

INCOME TAXES		(89)		562

NET INCOME (LOSS)	$	261	$	(499)

(See accompanying notes)

ANCHOR LAMINA INC.

CONSOLIDATED STATEMENTS OF DEFICIT

(In Thousands of Canadian Dollars)

		Three Months Ended				Six Months Ended
	February 29		February 28		February 29		February 28
	2004		2003		2004		2003
DEFICIT, BEGINNING OF PERIOD, AS PREVIOUSLY REPORTED	$	(70,001)	$	(73,728)	$	(69,502)	$	(9,823)
Change in accounting policy (note 3) Change in accounting policy (note 4)		-		-		-		(64,012)
		-		-		-		(608)
DEFICIT, BEGINNING OF PERIOD AS RESTATED		(70,001)		(73,728)		(69,502)		(74,443)
Net income (loss)		(1,052)		3,481		(1,551)		4,196
DEFICIT, END OF PERIOD	$	(71,053)	$	(70,247)	$	(71,053)	$	(70,247)

		Three Months Ended
		November 30
		2004		2003

DEFICIT, BEGINNING OF PERIOD, AS PREVIOUSLY REPORTED	$	(67,969)	$	(69,502)

Change in accounting policy (note 2)		(12)		-

DEFICIT, BEGINNING OF PERIOD AS RESTATED		(67,981)		(69,502)

Net income (loss)		261		(499)

DEFICIT, END OF PERIOD	$	(67,720)	$	(70,001)

(See accompanying notes)

~~(See~~ ANCHOR ~~accompanying~~LAMINA ~~notes)~~INC. CONSOLIDATED BALANCE SHEETS

ANCHOR LAMINA INC.

CONSOLIDATED BALANCE SHEETS

(In Thousands of Canadian Dollars)

		February 29	August 31
		2004	2003
CURRENT ASSETS
Accounts receivable	$	24,589	$	25,664
Loans receivable - shareholders		35		35
Inventories		13,899		12,828
Prepaid expenses		1,171		1,002
		39,694		39,529
LOANS RECEIVABLE - SHAREHOLDERS		23		23
CAPITAL ASSETS		87,392		90,133
DEFERRED CHARGES (Note 4)		2,137		2,622
	$	129,246	$	132,307
CURRENT LIABILITIES
Bank indebtedness		7,436		7,379
Accounts payable		8,355		7,102
Accrued liabilities		8,117		8,862
Income taxes payable		26		526
Current portion of long-term debt		487		1,648
		24,421		25,517
LONG TERM DEBT		72,023		74,674
FUTURE INCOME TAXES		2,510		2,614
CONTINGENCIES (Note 6)
SHAREHOLDERS' EQUITY
Share capital		90,658		90,658
Contributed surplus		2,424		2,424
Deficit		(71,053)		(69,502)
Cumulative translation adjustments		8,263		5,922
		30,292		29,502
	$	129,246	$	132,307
(See accompanying notes)

	November 30		August 31
	2004		2004
CURRENT ASSETS
Accounts receivable	$	24,824	$	24,358
Loans receivable - shareholders		-		35
Inventories		15,405		15,368
Prepaid expenses		543		932
		40,772		40,693

LOANS RECEIVABLE - SHAREHOLDERS		-		23
CAPITAL ASSETS		79,097		84,525
DEFERRED FINANCING FEES		1,377		1,677
	$	121,246	$	126,918
CURRENT LIABILITIES
Bank indebtedness		2,094		3,350
Accounts payable		9,099		8,626
Accrued liabilities		8,208		9,016
Income taxes payable		24		111
Current portion of long-term debt		2,336		2,516
		21,761		23,619

LONG TERM DEBT		61,819		68,501
FUTURE INCOME TAXES		3,004		2,711
MANDATORILY REDEEMABLE COMMON SHARE LIABILITY (Note 3)		2,254		2,254

CONTINGENCIES (Note 4)

SHAREHOLDERS' EQUITY
Share capital		88,346		88,404
Contributed surplus		2,445		2,424
Deficit		(67,720)		(67,969)
Cumulative translation adjustments		9,337		6,974
		32,408		29,833
	$	121,246	$	126,918

(See accompanying notes)

ANCHOR LAMINA INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In Thousands of Canadian Dollars)

		Three Months Ended				Six Months Ended
	February 29		February 28		February 29		February 28
	2004		2003		2004		2003
NET INFLOW (OUTFLOW) OF CASH RELATED TO THE FOLLOWING ACTITIVITIES:
OPERATING
Net income (loss)	$	(1,052)	$	3,481	$	(1,551)	$	4,196
Adjustments for:
Depreciation and amortization		2,653		1,897		5,280		3,938
(Gain) loss on disposal of capital assets		-		(4)		13		6
Gain on early extinguishment of debt (note 8)		-		(4,214)		-		(4,214)
Write-off of deferred financing fees (note 8)		-		140		-		140
Loss on sale of European operations (note 2)		-		383		-		383
Long-term debt exchange (gain) expense (note 4)		557		(1,047)		(585)		(954)
Future income tax expense (recovery)		(719)		1,397		(203)		1,612
		1,439		2,033		2,955		5,107
Net change in non-cash working capital		(2,075)		(1,706)		394		(1,329)
		(636)		327		3,349		3,778
INVESTING
Purchase of capital assets		(1,208)		(511)		(2,021)		(713)
Proceeds on disposal of capital assets		8		50		8		85
Repayment of loans receivable - sale of European operations (note 2)		-		7,315		-		7,315
		(1,200)		6,854		(2,013)		6,687
FINANCING
(Decrease) increase in bank indebtedness		3,055		(3,385)		57		(6,172)
Long-term debt incurred		-		-		-		5,000
Repayment of long-term debt		(1,219)		(3,086)		(1,390)		(7,736)
Repurchase of share capital for cancellation		-		(67)		-		(67)
Deferred financing fees		-		(643)		(3)		(1,490)
		1,836		(7,181)		(1,336)		(10,465)
CHANGE IN CASH AND CASH EQUIVALENTS		-		-		-		-
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		-		-		-		-
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	-	$	-	$	-		-
(See accompanying notes)

		Three Months Ended
		November 30
		2004		2003
NET INFLOW (OUTFLOW) OF CASH RELATED TO THE FOLLOWING ACTIVITIES:
OPERATING
Net income (loss)	$		261	$	(499)
Adjustments for:
Depreciation and amortization		2,537			2,628
(Gain) loss on disposal of capital assets			(84)		13
Unrealized exchange gain on long-term debt		(1,643)			(1,142)
Future income taxes		(109)			516
			962		1,516
Net change in non-cash working capital		259			2,469
		1,221			3,985
INVESTING
Purchase of capital assets			(333)		(813)
Proceeds on disposal of capital assets		483			-
		150			(813)
FINANCING
Decrease in bank indebtedness		(1,256)			(2,998)
Repayment of long-term debt			(115)		(171)
Deferred financing fees		-			(3)
		(1,371)			(3,172)
CHANGE IN CASH AND CASH EQUIVALENTS			-		-
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		-			-
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	-		$	-

(See accompanying notes)

ANCHOR LAMINA INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(In Thousands of Canadian Dollars)

(1) Accounting Policies

The consolidated interim financial statements have been prepared in accordance with Canadian generally accepted accounting principles and follow the same accounting policies and methods as were used in the August 31, ~~2003~~2004 annual financial statements, except for the change in accounting policies outlined in notes 2 and 3.

(2) ~~Disposal~~Stock-based ~~of Operations~~compensation

~~Effective~~ The ~~May~~Company 31has retroactively, ~~2001~~without ~~the~~restatement, ~~Company~~adopted ~~sold its~~the ~~business~~recommendations ~~interests~~of ~~and~~CICA ~~operations~~Handbook atSection ~~Mahlberg~~3870 ~~and~~"Stock-based ~~Ludenscheid,~~compensation ~~Germany,~~ and ~~its~~ ~~distribution~~other ~~interests~~stock-based inpayments" ~~France~~as ~~and~~of ~~the~~September ~~Czech~~1, ~~Republic~~2004. ~~The~~These ~~purchaser~~recommendations ~~was Milacron~~require ofthat ~~Cincinnati,~~the ~~Ohio~~fair ~~through~~value ~~its~~method ~~operating~~be ~~division~~used ~~D-M-E.~~for ~~The~~measuring ~~Company maintains~~and ~~ownership~~recognizing of the ~~Chemnitz,~~cost ~~Germany~~of ~~steel~~equity ~~plate~~instruments ~~and~~awarded ~~die~~to ~~set~~employees ~~facilities~~ and ~~operations~~officers.

In As ~~the~~a ~~second~~result ~~quarter~~ of ~~fiscal~~adopting ~~2003 the~~section ~~Company received $7~~3870,~~315~~ ~~(Euro 4,568) as full and final settlement of~~ the ~~balance~~ ofSeptember ~~payment~~1, ~~due~~2004 ~~from~~deficit ~~the~~was ~~purchaser.~~increased Anby ~~additional loss on sale of the European operations of~~ $~~383~~12 (~~Euro~~$21 ~~241)~~less ~~was~~future ~~recorded~~income intaxes ~~the second quarter~~ of ~~fiscal~~ ~~2003~~$9).

(3) ~~Goodwill~~Mandatorily ~~and~~Redeemable ~~Other~~Common ~~Intangible~~Shares ~~Assets~~

In ~~September~~November ~~2001~~2004, the ~~Canadian Institute~~CICA ofissued ~~Chartered~~Emerging ~~Accountants~~Issues Committee 149 (~~CICA~~"EIC-149"), ~~issued~~Accounting ~~Handbook~~for ~~section~~Retractable ~~3062~~or Mandatorily Redeemable Shares, ~~Goodwill and~~to ~~Other~~determine ~~Intangible~~whether ~~Assets.~~the ~~Goodwill~~issuer ~~represents~~of a financial instrument should classify the ~~excess~~instrument, or its component parts, as a liability or equity in accordance with the substance of the ~~purchase price~~contractual ~~paid~~arrangement ~~over~~on the ~~fair~~initial ~~value~~recognition and the definitions of ~~net~~a ~~identifiable~~financial ~~assets~~liability ~~acquired~~and an equity instrument.

~~This~~ EIC-149 ~~pronouncement~~requires ~~significantly changes~~companies ~~the~~to ~~accounting~~record ~~for~~mandatorily ~~goodwill~~redeemable ~~and~~shares ~~intangible~~as ~~assets~~a ~~and~~financial ~~states~~liability ~~that goodwill~~rather ~~and~~than ~~indefinite~~as ~~lived~~an ~~intangible~~equity ~~assets~~instrument ~~are~~if nothe ~~longer~~shares ~~amortized~~meet ~~but~~certain ~~are reviewed~~requirements ~~for~~that ~~impairment~~in ~~annually~~substance, ~~(or~~meets ~~more~~the ~~frequently~~definition ifof ~~impairment~~a ~~indicators arise)~~financial liability. ~~Separable~~The ~~intangible~~Company ~~assets~~has determined that ~~are~~certain ~~not~~shares ~~deemed~~issued toby ~~have~~the anCompany ~~indefinite life~~meet ~~will~~the ~~continue~~definition toof bea ~~amortized~~financial ~~over~~liability ~~their~~and ~~useful~~should ~~lives.~~therefore ~~The~~be ~~amortization provisions~~recorded ofas ~~the~~a ~~pronouncement~~liability. ~~apply~~Any change necessary to ~~goodwill~~apply ~~and~~the ~~intangible~~new ~~assets~~accounting ~~acquired prior~~treatment tois ~~July~~required 1,to ~~2001.~~be ~~Companies~~recognized ~~are~~retroactively ~~required~~and todisclosed ~~adopt~~as ~~the~~a ~~pronouncement~~change in ~~their~~ ~~fiscal~~accounting ~~year~~policy ~~beginning~~with ~~after~~restatement ~~January~~of 1,comparative ~~2002~~figures.

The Company adopted ~~CICA~~the ~~Handbook section~~new ~~3062~~requirements on ~~September~~November 15, ~~2002.~~2004 ~~Upon~~and ~~adoption~~the financial statements of ~~this~~prior ~~pronouncement,~~periods ~~the Company~~have ~~ceased~~been ~~amortization~~restated to reflect the effects of ~~goodwill~~this ~~with~~accounting atreatment. ~~net~~Until ~~carrying~~such ~~amount~~time ofas ~~$64,012 and~~the ~~annual~~Company ~~amortization~~is ofable ~~approximately~~to ~~$4,344.~~complete ~~Goodwill~~its isdetermination ~~written~~of ~~down~~the ~~when there~~fair ~~has~~market ~~been~~value aof ~~permanent~~the ~~impairment~~mandatorily inredeemable common shares, the Company has used book value of the ~~goodwill.~~mandatorily Aredeemable ~~permanent impairment~~common inshares ~~goodwill~~as isthe ~~determined~~basis byfor ~~comparing~~ the ~~fair~~determination ~~value~~ of ~~each reporting~~the ~~unit~~liability tothat is recorded on the ~~value~~balance ofsheet ~~its~~for ~~other~~November ~~assets~~30, 2004 and ~~goodwill~~August 31, 2004.

Based on management's evaluation under the transitional impairment test in this new pronouncement, the Company recorded a non-cash charge of $64,012 to write-off the net carrying amount of the Company's goodwill in the first quarter of fiscal 2003.

The impairment loss has been recognized as the effect of a change in accounting policy and charged to the September 1, 2002 deficit without restatement of comparative figures.

ANCHOR LAMINA INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

(In Thousands of Canadian Dollars)

(4) ~~Foreign Currency Translation~~Contingencies

In Certain ~~December~~metals ~~2001,~~and chemical contamination has been found at one of the ~~CICA~~Company's ~~amended Handbook~~former ~~section~~die ~~1650~~set manufacturing facilities located in Cheshire, ~~Foreign~~Connecticut. ~~Currency~~The ~~Translation~~Company is proceeding with delineation testing that, totogether ~~eliminate~~with current State and Federal regulations, will determine the ~~requirement~~ nature and extent of ~~deferring~~any ~~and~~required ~~amortizing~~remediation ~~unrealized~~of ~~translation~~the ~~gains~~site. ~~and~~The ~~losses on~~Company ~~foreign~~has ~~currency~~recorded ~~denominated~~an ~~monetary~~accrued ~~items~~liability ~~that~~of ~~have~~$2,206 a(August ~~fixed~~31, ~~or ascertainable~~2004 ~~life~~- ~~extending~~$2,440) ~~beyond~~to ~~the~~pay ~~end~~for ofestimated ~~the~~remediation ~~fiscal~~costs ~~year~~and ~~following~~professional ~~the current~~fees. ~~reporting~~The ~~period~~liability is based on reports from environmental consulting firms.

The amendment requires companies to record exchange gains or losses in earnings in the current reporting period and to separately disclose exchange gains and losses. Any change necessary to apply the new requirements is required to be recognized retroactively and disclosed as a change in accounting policy with restatement of comparative figures.

The Company adopted the new requirements on September 1, 2002 and the financial statements of prior periods have been restated to reflect the effects of this change in accounting policy. Upon adoption of the new requirements, the Company ceased amortization of the deferred foreign exchange loss arising from the translation of U.S. denominated subordinated notes payable with a net book value of $875 at August 31, 2002.

As a result of adopting the change in accounting policy, the September 1, 2002 deficit was increased by $608 ($875 less future income taxes of $267). Exchange loss on long-term debt included in the Consolidated Statements of Income (Loss) is $557 (2003 - gain of $954).

(5) Income Taxes

Income tax expense for the six month period ended February 29, 2004 includes an adjustment of $700 related to an increase in the substantively enacted income tax rates in the Province of Ontario.

(6) Contingencies

Certain metals and chemical contamination has been found at one of the Company's former die set manufacturing facilities located in Cheshire, Connecticut. The Company is proceeding with delineation testing that, together with current State and Federal regulations, will determine the nature and extent of any required remediation of the site. The Company has recorded a liability of $2,391 (August 31, 2003 - $2,566) to pay for estimated remediation costs and professional fees. The liability is based on reports from environmental consulting firms. Ongoing environmental testing at the site has discovered previously unknown areas of contamination. Further testing and analysis is required to ascertain the additional costs, if any, that may be required for the site remediation.

From time to time, as is common in the industry, the Company is the subject of litigation. In the opinion of management, any litigation outstanding, if successful, would not have a material impact on the financial statements.

~~ANCHOR~~ ~~LAMINA~~(5) ~~INC.~~Senior credit facility

~~NOTES~~ TOAt ~~CONSOLIDATED~~November ~~FINANCIAL~~30, ~~STATEMENTS~~2004, the Company had available a revolving credit facility to the lesser of $30,000 and an amount calculated under the terms of the senior lending loan and security agreement, known as the borrowing base of $22,348. At November 30, 2004, the Company had borrowed $3,651 (~~continued~~August 31, 2004 - $8,387) under this facility.

~~(In~~ ~~Thousands~~At November 30, 2004, the Company had an unused term facility of ~~Canadian~~$11,790 ~~Dollars)~~available for certain restricted purposes. The amount available under this facility declines by $535 per quarter.

(7) Cheshire Facility

During the quarter ended February 28, 2003, the Company expensed $151 of additional costs related to the February 2000 closure of its Cheshire, Connecticut die set manufacturing facility.

(8) Subordinated Notes

During the quarter ended February 28, 2003, the Company repurchased $7,122 ($4,600 U.S.) of its subordinated notes payable for $2,908 ($1,901 U.S.). This resulted in a gain on early extinguishment of debt of $4,214. This gain is reduced by deferred financing fees of $140 incurred in connection with the original issuance of the repurchased notes that have been written off.

(9) Senior credit facility

At February 29, 2004, the Company had available a revolving credit facility to the lesser of $30,000 and an amount calculated under the terms of the senior lending loan and security agreement, known as the borrowing base of $20,606 At February 29, 2004, the Company borrowed $10,577 under this facility.

At February 29, 2004, the Company had an unused term facility of $13,288 available for certain restricted purposes. The availability of this facility is reduced by $535 per quarter.

All term loans and credit facilities expire on November 14, 2005.

Under the terms of the senior ~~lending~~ loan and security agreement, the Company is required to make accelerated repayments on the outstanding term loans based on a calculation known as excess cash flow. Based on ~~2003~~2004 results, the excess cash flow calculation required the Company to make an additional principal repayment of $12,~~096~~238 on December 53, ~~2003~~2004.

ANCHOR LAMINA INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (continued)

(In Thousands of Canadian Dollars)

(106) Segmented Information

The Company conducts its operations through three principal operating segments: North American Die Set, Lamina Components, and Anchor Lamina GmbH in Europe. The following tables set forth information about segment revenue and earnings before interest, income taxes, depreciation and amortization, (gain) loss on disposal of capital assets, ~~plant closure and related environmental expenses,~~ gain on ~~early~~mandatorily ~~extinguishment~~redeemable ~~of debt~~shares, ~~write-off~~and ~~of deferred finance fees, (~~gain) ~~loss~~ on foreign exchange, ~~and loss on sale of European operations~~ (Adjusted EBITDA).

~~ANCHOR~~ ~~LAMINA~~ Three ~~INC.~~months ended November 30, 2004 North American Lamina European Inter-Segment Die Set Components Segment Eliminations Total Revenue from external customers 26,680 8,688 3,592 (2,178) 36,782 Segment Adjusted EBITDA 3,075 903 281 4,259 Three months ended November 30, 2003 North American Lamina European Inter-Segment Die Set Components Segment Eliminations Total Revenue from external customers 23,971 9,037 4,393 (2,457) 34,944 Segment Adjusted EBITDA 2,512 1,067 715 4,294

~~NOTES~~ TOReconciliation ~~CONSOLIDATED~~of ~~FINANCIAL~~total ~~STATEMENTS~~reportable ~~(continued)~~ operating segment Adjusted EBITDA to the Company's consolidated income before income taxes is as follows:

Three Months Ended November 30 2004 2003 Total Adjusted EBITDA for reportable segments $ 4,259 $ 4,294 Depreciation and amortization (In2,537) ~~Thousands~~ (2,628) Gain (loss) on disposal of ~~Canadian~~capital ~~Dollars~~assets 84 (13) Interest on long term debt (1,626) (1,766) Other interest (185) (214) Gain on foreign exchange 177 390 Total consolidated income before income taxes $ 172 $ 63

Reconciliation of total reportable operating segment Adjusted EBITDA to the Company's consolidated income (loss) before income taxes is as follows:

		Three Months Ended				Six Months Ended
	February 29		February 28		February 29		February 28
		2004		2003		2004		2003
Total Adjusted EBITDA for reportable segments	$	3,105	$	4,391	$	7,399	$	10,003
Depreciation and amortization		(2,653)		(1,897)		(5,281)		(3,938)
Gain (loss) on disposal of capital assets		-		4		(13)		(6)
Interest on long term debt		(1,728)		(2,111)		(3,493)		(4,349)
Other interest		(199)		(275)		(413)		(608)
Plant closure and related environmental expenses (note 7)		-		(151)		-		(151)
Gain on early extinguishment of debt (note 8)		-		4,214		-		4,214
Write-off of deferred financing fees (note 8)		-		(140)		-		(140)
Gain (loss) on foreign exchange (note 4)		(245)		1,329		145		1,253
Loss on sale of European operations (note 2)		-		(383)		-		(383)
Total consolidated income (loss) before income taxes	$	(1,720)	$	4,981	$	(1,657)	$	5,895

Filing Compare · ANCHOR LAMINA INC