SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549
                                    FORM 10-Q

                                   (Mark one)
(X)      QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES   EXCHANGE
         ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2001
         OR
(  )     TRANSITION REPORT UNDER SECTION 13 OR 15 (d) OF THE EXCHANGE   ACT  FOR
         THE TRANSITION PERIOD FROM           TO
                                    ---------    ---------

Commission file number    0-439
                       ------------

                       AMERICAN LOCKER GROUP INCORPORATED
- --------------------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


          DELAWARE                                        16-0338330
- -----------------------------------        -------------------------------------
(State of other jurisdiction of             (IRS Employer Identification number)
incorporation or organization)

                      608 ALLEN STREET, JAMESTOWN, NY 14701
- --------------------------------------------------------------------------------
                    (Address of principal executive offices)

                                 (716) 664-9600
- --------------------------------------------------------------------------------
              (Registrant's telephone number, including area code)

- --------------------------------------------------------------------------------
              (Former name, former address and former fiscal year,
                         if changed since last report)

         Check whether the issuer (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities  Exchange Act during the past 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. Yes X  No
                                                                   ---
APPLICABLE  ONLY TO  ISSUERS INVOLVED IN BANKRUPTCY   PROCEEDINGS   DURING   THE
PRECEDING FIVE YEARS:

         Check whether the registrant  filed  all documents and reports required
to  be filed  by  Section  12,  13  or  15(d) of   the  Exchange  Act  after the
distribution of securities under a plan confirmed by a court.
Yes        No                               Not Applicable
    -----     -----

                      APPLICABLE ONLY TO CORPORATE ISSUERS:
State the number of shares  outstanding  of each of the issuer's class of common
stock equity as of the latest practicable date: May 2, 2001

                    Common Stock $1.00 par value - 2,062,440



                                       1





      Part I - Financial Information

      Item 1 - Financial Statements

               American Locker Group Incorporated and Subsidiaries

                           Consolidated Balance Sheets




                                                                                                     
                                                                                   MARCH 31,                December 31,
                                                                                      2001                      2000
                                                                                   ---------                ------------
ASSETS
Current assets:
      Cash and cash equivalents                                                    $ 2,233,188               $ 3,696,359
      Accounts and notes receivable, less allowance
         for doubtful accounts of $267,514 in 2001
         and $324,000 in 2000                                                        4,067,381                 4,633,422
      Inventories                                                                    6,540,674                 4,818,348
      Prepaid expenses                                                                 175,576                    45,209
      Deferred income taxes                                                            668,769                   668,769
                                                                                   -----------               -----------
Total current assets                                                                13,685,588                13,862,107


Property, plant and equipment:
      Land                                                                                 500                       500
      Buildings                                                                        388,195                   389,959
      Machinery and equipment                                                       10,581,146                10,378,983
                                                                                   -----------               -----------
                                                                                    10,969,841                10,769,442
      Less allowance for depreciation                                              (9,159,858)               (9,048,950)
                                                                                   -----------               -----------
                                                                                     1,809,983                 1,720,492


Total assets                                                                       $15,495,571               $15,582,599
                                                                                   ===========               ===========







                                       2





               American Locker Group Incorporated and Subsidiaries

                           Consolidated Balance Sheets




                                                                                                    

                                                                                MARCH 31,                 December 31,
                                                                                  2001                       2000
                                                                                ------------               ------------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
       Accounts payable                                                         $  1,521,065               $  1,513,203
       Commissions, salaries, wages and taxes thereon                                154,244                    323,769
       Other accrued expenses                                                        697,294                    659,852
       Federal, state and foreign income taxes payable                                     -                    458,825
       Current portion of long-term debt                                             200,000                    200,000
                                                                                ------------               ------------
Total current liabilities                                                          2,572,603                  3,155,649

Long-term liabilities:
       Long-term debt                                                                 83,319                    133,320
       Pension and other benefits                                                    401,717                    470,375
       Deferred income taxes                                                          99,430                     99,430
                                                                                ------------               ------------
                                                                                     584,466                    703,125
Stockholders' equity:
       Common stock, $1 par value:
         Authorized shares - 4,000,000
           Issued  shares - 2,511,450  in 2001,  2,511,550  in 2000
           Outstanding shares - 2,062,440 in 2001,
           2,062,540 in 2000                                                       2,511,450                  2,511,550
       Other capital                                                                 564,844                    565,331
       Retained earnings                                                          13,206,838                 12,550,001
       Treasury stock at cost (449,010 shares in 2001,
          449,010 in 2000)                                                       (3,717,603)                (3,717,603)
       Accumulated other comprehensive income                                      (227,027)                  (185,454)
                                                                                ------------               ------------
Total stockholders' equity                                                        12,338,502                 11,723,825
                                                                                ------------               ------------
Total liabilities and stockholders' equity                                      $ 15,495,571               $ 15,582,599
                                                                                ============               ============

See accompanying notes.



                                       3





               American Locker Group Incorporated and Subsidiaries

                        Consolidated Statements of Income




                                                                                                    



                                                                          THREE MONTHS ENDED MARCH 31,
                                                                                  2001                        2000
                                                                                 -------                     -------

Net sales                                                                        $8,116,568                $7,859,150
Cost of products sold                                                             5,704,225                 5,663,542
                                                                                -----------                ----------
                                                                                  2,412,343                 2,195,608
Selling, administrative and general expenses                                      1,447,968                 1,394,909
                                                                                -----------                ----------
                                                                                    964,375                   800,699

Interest income                                                                      56,009                    45,255
Other (expense) income--net                                                          78,403                    59,111
Interest expense                                                                   (15,505)                  (50,787)
Income before income taxes                                                        1,083,282                   854,278
Income taxes                                                                        426,445                   331,387
                                                                                -----------                ----------
Net Income                                                                         $656,837                  $522,891
                                                                                ===========                ==========

Earnings per share of common stock:
  Basic                                                                               $0.32                     $0.23
                                                                                ===========                ==========
  Diluted                                                                              0.32                      0.23
                                                                                ===========                ==========
Dividends per share of common stock:                                                  $0.00                     $0.00
                                                                                ===========                ==========



See accompanying notes.






                                       4





               American Locker Group Incorporated and Subsidiaries

                      Consolidated Statements of Cash Flows




                                                                                            
                                                                             THREE MONTHS ENDED MARCH 31,
                                                                                      2001         2000
                                                                                    -------       -------
OPERATING ACTIVITIES
Net income                                                                           $656,837        $522,891
Adjustments to reconcile net income to
     net cash provided by operating activities:
        Depreciation and amortization                                                 170,931         200,731
        Pension and other benefits                                                   (68,658)          85,788
        Change in assets and liabilities:
           Accounts and notes receivable                                              566,041       (173,589)
           Inventories                                                            (1,722,326)       (192,158)
           Prepaid expenses                                                         (130,367)          12,638
           Accounts payable and accrued expenses                                    (124,221)       (616,958)
           Income taxes                                                             (458,825)          47,957
                                                                                -------------     -----------
Net cash provided by operating activities                                         (1,110,588)       (112,700)

INVESTING ACTIVITIES
Purchase of property, plant and equipment                                           (260,422)        (87,949)
                                                                                -------------     -----------
Net cash used in investing activities                                               (260,422)        (87,949)

FINANCING ACTIVITIES
Debt repayment                                                                       (50,001)        (50,001)
Common stock purchased for treasury                                                         -         (5,737)
Common stock purchased and retired                                                      (587)               -
Proceeds from common stock issued                                                           -          13,812
                                                                                -------------     -----------
New cash used in financing activities                                                (50,588)         (41,926)
Effect of exchange rate changes on cash                                              (41,573)            9,987
                                                                                -------------     ------------
Net decrease in cash                                                              (1,463,171)        (232,588)

Cash and cash equivalents at beginning of period                                    3,696,359        3,285,983
                                                                                -------------      -----------
Cash and cash equivalents at end of period                                         $2,233,188       $3,053,395
                                                                                =============      ===========
Supplemental cash flow information:
Cash paid during the period for:
        Interest                                                                      $15,505          $50,789
                                                                                =============      ===========
        Income Taxes                                                                 $831,000         $281,250

See accompanying notes.




                                       5





Notes to Consolidated Financial Statements
American Locker Group Incorporated and Subsidiaries


1.   The accompanying unaudited consolidated condensed financial statements have
     been prepared in accordance with generally accepted  accounting  principles
     for interim  financial  information and with the instructions to Form 10-Q.
     Accordingly,  the condensed financial  statements do not include all of the
     information  and  footnotes  required  by  generally  accepted   accounting
     principles  for  complete  financial  statements.  In  the  opinion  of the
     Company's  management,  all  adjustments,  consisting  of normal  recurring
     accruals,  considered  necessary for a fair  presentation of such condensed
     financial  statements have been included.  Operating  results for the three
     month period  ended March 31, 2001 are not  necessarily  indicative  of the
     results that may be expected for the year ended December 31, 2001.

2.   Provision for income taxes is based upon the estimated annual effective tax
     rate.

3.   Net income per  common  share is  computed  by  dividing  net income by the
     weighted  average number of shares  outstanding,  plus, when dilutive,  the
     common  stock  equivalents  which  would  arise from the  exercise of stock
     options,  during the periods.  Basic and diluted  weighted  average  shares
     outstanding were 2,062,474  (2,280,097 in 2000) and 2,078,179 (2,302,240 in
     2000) respectively at March 31, 2001.

4.   Inventories  are  valued   at  the  lower  of  cost or  market.   Cost   is
     determined  by  using  the  last-in,  first-out  method  for  substantially
     all of the inventories.



                                                                                                
                                                                     MARCH 31,                        December 31,
                                                                       2001                               2000

                               Raw materials                         $3,342,928                            $2,888,897
                               Work-in-process                        1,605,933                             1,541,110
                               Finished goods                         2,189,841                               986,369
                                                                     ----------                            ----------
                                                                     $7,138,702                            $5,416,376
                               Less allowance to
                                reduce carrying
                                value to LIFO
                                basis                                   598,028                              598,028
                                                                     ----------                            ----------
                                                                     $6,540,674                            $4,818,348
                                                                     ==========                            ==========



5.   Total comprehensive  income,  consisting of net income and foreign currency
     translation  adjustment,  was $615,264 and $532,878 for the   three  months
     ended March 31, 2001 and March 31, 2000 respectively.





                                       6




Item 2.  Management  Discussion  and Analysis of Financial Condition and Results
         of Operations

               American Locker Group Incorporated and Subsidiaries

FIRST THREE MONTHS 2001 VS FIRST THREE MONTHS 2000

First quarter 2001 sales were $8,117,000 versus sales of $7,859,000 in the first
quarter of 2000. Plastic locker sales to the United States Postal Service (USPS)
in the first  quarter were  $5,616,000  compared to  $5,577,000  during the same
period in 2000. Cluster Box Units (CBUs) accounted for $5,281,000 of this year's
first quarter plastic locker sales versus  $5,339,000 the same period in 2000, a
decrease of 1%. The  decrease  in sales of CBUs  relates to fewer units in total
purchased by the USPS  compared to last year's first  quarter.  Sales of Outdoor
Parcel Lockers (OPLs) were $335,000 compared to $238,000 in the first quarter of
2000, an increase of 41%.  This  increase is due to the Company's  status as the
sole, approved supplier for Outdoor Parcel Lockers.  Sales of metal,  mechanical
and  electronic  lockers were  $2,501,000  in the first  quarter  this year,  an
increase of 10% over last year's $2,282,000. Sales of the Company's other locker
products increased due to a general increase in demand across all markets served
by the Company as well as the effect of new products  introduced since the first
quarter of 2000.

On April 15, 2001 the Company was  awarded a two-year  contract  for  indefinite
quantities of CBUs and OPLs. The contract  minimum is one unit which is solely a
legal  minimum and not  indicative of USPS  requirements.  The new contract also
provides four two-year  options to extend the contract at the  discretion of the
USPS.  The Company  lowered its CBU prices 3-5% and has submitted a fourth model
for USPS  approval.  The new model,  designated  the Type I, contains eight mail
compartments,  two parcel compartments,  and one outgoing mail compartment. USPS
authorization  to ship the new Type I is  anticipated  in late May or early June
2001.

The USPS also awarded indefinite quantity contracts to two competitors,  both of
whom produce aluminum CBUs.

The Company believes that the long-term outlook for CBU volume remains favorable
in light of the continued  USPS  commitment to the CBU program and its resulting
operating cost reduction benefits. The USPS decision to discontinue the purchase
of Neighborhood  Delivery and Collection Box Units (NDCBUs) in 1999 has also had
a positive impact on the CBU market.  The CBU is the  modernization of the NDCBU
and is an integral part of the USPS delivery cost reduction  program  identified
as Centralized Delivery. As previously disclosed, total CBU demand is influenced
by a number of factors over which the Company has no control,  including but not
limited to: USPS  budgets,  policies  and  financial  performance,  domestic new
housing  starts,  postal  rate  increases,  and the  weather as these  units are
installed  outdoors.  The Company  believes  its CBU product  line  continues to
represent the best value when all factors including price, quality of design and
construction, long-term durability and service are considered.

Inventories  increased  in the  first  quarter  compared  to  year  end  2000 by
$1,723,000  due to  lower  than  forecast  orders  for  CBUs.  Prepaid  expenses
increased by $130,000 due to advance payments on new tooling.

The increase in the revenue from the Company's other locker products is, in part
due to the new plastic  coin-operated  locker,  which the Company  introduced in
April 2000, as well as increases in various other locker product lines.



                                       7


Consolidated  costs of products  sold as a percentage  of sales was 70.3% during
the first quarter of 2001 compared to 72.1% in the first quarter of 2000.

Selling, general and administrative costs for the first quarter of 2001 compared
to the same period in 2000  ($1,448,000  - 2001;  $1,395,000 - 2000),  decreased
3.8%.  Selling,  general and administrative  costs represented 17.8% of sales in
the first quarter of 2001, up from 17.7% of sales for the same period in 2000.

Interest  income was $56,000 in the first quarter of 2001 compared to $45,000 in
the first  quarter  of 2000.  The  increase  relates  primarily  to higher  cash
balances and higher interest rates.

Interest  expense of $16,000 in the first quarter of 2001 decreased from $51,000
in the first quarter of 2000 due to an decrease in the balance outstanding under
the Company's term loan agreements.

LIQUIDITY AND SOURCES OF CAPITAL

The Company's  liquidity is reflected in the ratio of current  assets to current
liabilities or current ratio and its working capital. The current ratio was 5.32
to 1 at March 31, 2001 and 4.39 to 1 at December 31, 2000, respectively. Working
capital, the excess of current assets over current liabilities,  was $11,113,000
at March 31,  2001,  an increase of $407,000  over  $10,706,000  at December 31,
2000.  Cash used in operating  activities was $1,111,000  during the first three
months of 2001,  compared to $113,000 used in operating  activities for the same
period of 2000.

The Company expects that cash generated from operations in 2001 will be adequate
to fund the needs for working capital,  capital  expenditures and debt payments.
However,   if   necessary,   the  Company  has  a  $3,000,000   revolving   bank
line-of-credit available to assist in satisfying future operating cash needs.


SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Forward-looking   statements  in  this  report,  including  without  limitation,
statements   relating   to  the   Company's   plans,   strategies,   objectives,
expectations,  intentions  and adequacy of  resources,  are made pursuant to the
Safe Harbor Provisions of the Private Securities  Litigation Reform Act of 1995.
Investors are cautioned that such  forward-looking  statements involve risks and
uncertainties  including  without  limitation the  following:  (i) the Company's
plans,  strategies,  objectives,  expectations,  and  intentions  are subject to
change at any time at the  discretion of the Company,  (ii) the Company's  plans
and results of operations  will be affected by the  Company's  ability to manage
its growth and inventory, and (iii) other risks and uncertainties indicated from
time  to  time  in the  Company's  filings  with  the  Securities  and  Exchange
Commission.




                                       8






Part II

Item 6. Exhibits and Reports on Form 8-K

(a)      Exhibit 10.1   Order/Solicitation/Offer/USPS   Material  Contracts U.S.
         Postal Service #072368-01-P-0378, dated April 6, 2001.

(b)      Exhibit  10.2  U.S.   Postal   Service  Contract Modification  #M001 to
         #072368-01-P-0378, dated April 9, 2001.

(c)      The  Company  did not file any  reports  on Form 8-K  during the  three
         months ended March 31, 2001.



                                       9





                                S I G N A T U R E
                                -----------------





In accordance with the requirements of the Exchange Act, the registrant has duly
caused this report to be signed on its behalf by the undersigned, thereunto duly
authorized.


                                           AMERICAN LOCKER GROUP
                                              INCORPORATED
                                              (Registrant)


                                            /s/Edward F. Ruttenberg
                                            ------------------------------------
                                            Edward F. Ruttenberg
                                            Chairman and Chief Executive Officer











Date:      5/11/01
      --------------------




                                       10