<PAGE>



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

                                   FORM 10-Q

(Mark One)

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

                For the quarterly period ended December 31, 1998
                                               -----------------

                                       OR

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

 For the transition period from ______________________to ______________________

                          Commission file number 0-7647
                                                 ------
                             HAWKINS CHEMICAL, INC.
                             ----------------------
             (Exact name of registrant as specified in its charter)

          MINNESOTA                                  41-0771293
          ---------                                  ----------
 (State or other jurisdiction of                 (I.R.S. Employer 
 incorporation of organization)                  Identification No.)

             3100 EAST HENNEPIN AVENUE, MINNEAPOLIS, MINNESOTA 55413
             -------------------------------------------------------
             (Address of principal executive offices)       Zip Code

                                 (612) 331-6910
                                 --------------
               Registrant's telephone number, including area code


Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.

                                              YES  X   NO   
                                                  ----    ----

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.

              Class                           Outstanding at February 5, 1999
- --------------------------------------        -------------------------------
Common Stock, par value $.05 per share                 11,245,530



<PAGE>



                               HAWKINS CHEMICAL, INC.

                                INDEX TO FORM 10-Q



<TABLE>
<CAPTION>
                                                                            Page No.
                                                                            -------
<S>             <C>                                                         <C>

PART  I.        FINANCIAL INFORMATION


Item 1.         Financial Statements:
                Condensed Balance Sheets - December 31, 1998 and 
                   September 27, 1998...................................         3
                Condensed Statements of Income - Three Months Ended        
                   December 31, 1998 and 1997...........................         4
                Condensed Statements of Cash Flows - Three Months        
                   Ended December 31, 1998 and 1997.....................         5
                Notes to Condensed Financial Statements.................         6


Item 2.         Management's Discussion and Analysis of Financial 
                    Condition and Results of Operations.................       7-10*
                

PART II.        OTHER INFORMATION            
                

Item 1.         Legal Proceedings.........................................       11
                   

Item 6.         Exhibits and Reports on Form 8-K...........................      12
                
                Exhibit Index..............................................      13
                   
                Financial Data Schedule....................................      14
</TABLE>




<PAGE>


PART I.  FINANCIAL INFORMATION


ITEM I.  FINANCIAL STATEMENTS

                                              HAWKINS CHEMICAL, INC.
                                             CONDENSED BALANCE SHEETS


<TABLE>
<CAPTION>
                                                                                December 31, 1998       September 27, 1998
                                                                                -----------------       ------------------
   ASSETS                                                                         (Unaudited)         (Derived from audited
                                                                                                      financial statements)
<S>                                                                              <C>                  <C>
Current assets:
  Cash and cash equivalents.....................................................     $  1,531,790         $  3,197,015 
  Investments available-for-sale................................................       17,714,489           14,543,929 
  Trade receivables-net.........................................................        9,853,873           11,436,690 
  Notes receivable..............................................................          278,523              271,027 
  Inventories ..................................................................        9,288,062           10,816,460 
  Other current assets..........................................................        1,639,649            1,848,662 
                                                                                     ------------         ------------

      Total current assets.....................................................        40,306,386           42,113,783

Property, plant and equipment-net..............................................        18,687,216           18,423,489
Notes receivable-non current....................................................        3,227,806            3,302,923

Other assets....................................................................        2,705,695            2,695,280
                                                                                     ------------         ------------

  Total                                                                              $ 64,927,103         $ 66,535,475
                                                                                     ============         ============

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
  Accounts payable..............................................................       $4,318,344           $4,970,341
  Current portion of long-term debt.............................................           95,362               89,123
  Dividends payable.............................................................                             1,147,090
  Other current liabilities.....................................................        3,561,646            5,414,051
                                                                                     ------------         ------------

      Total current liabilities.................................................        7,975,352           11,620,605 
                                                                                                                       
Long-term debt..................................................................          328,040              423,402 
Deferred income taxes...........................................................        1,013,500            1,011,500
Commitments and contingencies...................................................
                                                                                                                       
Shareholders' equity:                                                                                                  
    Common stock, par value $.05 per share; issued and                                                                 
      outstanding, 11,323,030 and 11,450,895 shares respectively................          566,152              572,545  
    Additional paid-in capital..................................................       41,491,986           41,960,535  
    Retained earnings...........................................................       13,552,073           10,946,888
                                                                                     ------------         ------------
       Total shareholders' equity...............................................       55,610,211           53,479,968  
                                                                                     ------------         ------------
       Total                                                                         $ 64,927,103         $ 66,535,475  
                                                                                     ============         ============
</TABLE>


                      See accompanying Notes to Condensed Financial Statements.



<PAGE>



                                              HAWKINS CHEMICAL, INC.
                                          CONDENSED STATEMENTS OF INCOME




<TABLE>
<CAPTION>
                                                                                     Three Months Ended
                                                                                         December 31
                                                                                --------------------------------
                                                                                    1998              1997
                                                                                -------------    ---------------
                                                                                         (Unaudited)
<S>                                                                              <C>                <C>
Net sales...............................................................         $ 23,311,125       $ 22,666,870

Cost of sales...........................................................          (18,123,717)       (17,551,158)
                                                                                 ------------       ------------

Gross profit............................................................            5,187,408          5,115,712

Selling, general and administrative.....................................           (2,515,517)        (2,354,073)

Litigation settlement reimbursement ....................................            2,754,000
                                                                                 ------------       ------------

Income from operations..................................................            5,425,891          2,761,639

Other income (deductions):
   Interest income......................................................              281,062            355,438
   Interest expense.....................................................               (9,232)           (10,793)
   Miscellaneous........................................................               21,913             19,672
                                                                                 ------------       ------------

Total other income (deductions)..................................                     293,743            364,317
                                                                                 ------------       ------------

Income before income taxes........................................                  5,719,634          3,125,956

Provision for income taxes........................................                 (2,293,400)        (1,228,500)
                                                                                 ------------       ------------

Net income............................................................           $  3,426,234       $  1,897,456
                                                                                 ============       ============

Weighted average number of common shares outstanding................               11,361,052         11,603,895
                                                                                 ============       ============

Earnings per common share - basic and diluted................                           $0.30              $0.16
                                                                                 ============       ============
</TABLE>



                      See accompanying Notes to Condensed Financial Statements.


                                                    4




<PAGE>



                                              HAWKINS CHEMICAL, INC.
                                        CONDENSED STATEMENTS OF CASH FLOWS



<TABLE>
<CAPTION>
                                                                                   THREE MONTHS ENDED DECEMBER 31
                                                                                  ---------------------------------

                                                                                      1998                  1997
                                                                                  ------------          -----------
                                                                                             (Unaudited)
<S>                                                                               <C>                    <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
    Net income.................................................................    $ 3,426,234           $ 1,897,456  
    Depreciation and amortization...............................................       420,274               407,739  
    Deferred income taxes.......................................................         8,000                40,000  
    Other.......................................................................       (26,190)              (11,666) 
    Changes in certain current assets and  liabilities..........................       809,826            (1,992,991)  
                                                                                  ------------           -----------
        Net cash provided by operating activities                                    4,638,144               340,538
                                                                                  ------------           -----------

CASH FLOWS FROM INVESTING ACTIVITIES:
    Additions to property, plant and equipment..................................      (668,227)           (1,658,167) 
    Purchases of investments....................................................    (3,170,560)             (142,219) 
    Payments received on notes receivable.......................................        67,622                27,768 
                                                                                  ------------           -----------
        Net cash used in investing activities                                       (3,771,165)           (1,772,618)
                                                                                  ------------           -----------
CASH FLOWS FROM FINANCING ACTIVITIES:
    Cash dividends paid.........................................................    (1,147,090)           (1,044,351)
    Acquisition and retirement of stock.........................................    (1,295,991)                      
    Debt repayment..............................................................       (89,123)              (59,928)
                                                                                  ------------           -----------
        Net cash used in financing activities                                       (2,532,204)           (1,104,279)
                                                                                  ------------           -----------

DECREASE IN CASH AND CASH EQUIVALENTS                                               (1,665,225)           (2,536,359)

CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR                                         3,197,015             8,065,021
                                                                                  ------------           -----------

CASH AND CASH EQUIVALENTS, END OF PERIOD                                           $ 1,531,790           $ 5,528,662
                                                                                   ===========           ===========

SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:

    Cash paid for interest......................................................   $    38,780           $    42,975 
                                                                                   ===========           ===========
    Cash paid for income taxes..................................................   $   163,500           $   645,000 
                                                                                   ===========           ===========
</TABLE>



                      See accompanying Notes to Condensed Financial Statements.


                                                  5


<PAGE>



                             HAWKINS CHEMICAL, INC.
                     NOTES TO CONDENSED FINANCIAL STATEMENTS

1.   Prior to December 30, 1998, the basis of the financial statements presented
     included the accounts of Hawkins Chemical, Inc. and its wholly owned
     subsidiary, Hawkins Water Treatment Group, Inc. (the Company). All
     significant inter-company transactions and balances have been eliminated.
     Effective December 30, 1998 the subsidiary was merged into Hawkins
     Chemical, Inc.

     The accompanying unaudited condensed financial statements have been
     prepared in accordance with the instructions for Form 10-Q and,
     accordingly, do not include all information and footnotes required by
     generally accepted accounting principles for complete financial statements.
     These statements should be read in conjunction with the financial
     statements and footnotes included in the Company's Annual Report on Form
     10-K for the year ended September 27, 1998, previously filed with the
     Commission. In the opinion of management, the accompanying unaudited
     condensed financial statements contain all adjustments necessary to present
     fairly the Company's financial position and the results of its operations
     and cash flows for the periods presented. All adjustments made to the
     interim financial statements were of a normal recurring nature.

     Effective September 28, 1998, the Company adopted Statement of Financial
     Accounting Standards No. 130, "Reporting Comprehensive Income." For the
     periods presented, comprehensive income is the same as net income.

     The accounting policies followed by the Company are set forth in Note 1 to
     the Company's financial statements in the 1998 Hawkins Chemical, Inc.
     Annual Report which is incorporated by reference to Form 10-K filed with
     the Commission on December 28, 1998.

2.   The results of operations for the period ended December 31, 1998 are not
     necessarily indicative of the results that may be expected for the full
     year.

3.   Inventories, principally valued by the LIFO method, are less than current
     cost by approximately $2,025,000 at December 31, 1998. Inventory consists
     principally of finished goods. Inventory quantities fluctuate during the
     year. No material amounts of interim liquidation of inventory quantities
     have occurred that are not expected to be replaced by year-end.

4.   Cash dividends in the amount of $1,147,090 were paid on October 9, 1998.

5.   During 1995, the Company had a fire in the office/warehouse of The Lynde
     Company, a former wholly owned subsidiary. Through the end of the fiscal
     year ended September 30, 1998, the Company had paid approximately
     $2,728,000 in settlement and legal costs in connection with the Company's
     defense of a lawsuit filed against it as a result of the fire. The
     Company's insurers denied coverage and refused to defend the lawsuit. In
     the first quarter of fiscal 1999, the Company prevailed against its
     insurers to recover the legal and settlement costs in connection with the
     1995 warehouse fire. The Company received $2,754,000, which covers
     substantially all of its settlement and legal costs. The umbrella insurer
     has agreed to defend and indemnify the Company on remaining claims under
     the Settlement Agreement up to and in accordance with its policy limits of
     $5,000,000. The Company's results of operations for the first fiscal
     quarter of 1999 include $2,754,000 associated with this settlement.

6.   During the quarter ended December 31, 1998, the Company acquired and
     retired 127,865 shares of common stock for $1,295,991.


                                       6


<PAGE>




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


RESULTS OF OPERATIONS

CONTINUING OPERATIONS

Net sales increased $644,255, or 2.8%, in the first quarter of this fiscal year
as compared to the same quarter a year ago. The increase is due mainly to volume
increases throughout the Company, which was partially offset by selling price
decreases in a few product lines.

The gross margin, as a percentage of net sales, for the first quarter of fiscal
1999 was 22.3% compared to 22.6% for the same quarter one year ago. This
decrease was mainly due to depressed profit margins in a high-volume product
line. Management expects this to be temporary and anticipates a return to normal
profit margins during this fiscal year. Historically, gross margins have
fluctuated in the first quarter of our fiscal year due to the mix of products
sold, as the first quarter volumes are generally the weakest of the four
quarters. The Company has generally been able to, and expects to continue to,
adjust its selling prices as the cost of materials and other expenses change,
thereby maintaining relatively stable gross margins.

Selling, general and administrative expenses, as a percentage of net sales, for
the first quarter of fiscal 1999 were 10.8% compared to 10.4% for the same
quarter one year ago. The increase was mainly due to increased employee
compensation and benefits, which comprise the majority of the selling, general
and administrative expenditures. Most of the remaining expenses in this category
are fixed in nature and fluctuate only slightly with sales.

During 1995, the Company had a fire in the office/warehouse of The Lynde
Company, a former wholly owned subsidiary. Through the end of the fiscal year
ended September 30, 1998, the Company had paid approximately $2,728,000 in
settlement and legal costs in connection with the Company's defense of a lawsuit
filed against it as a result of the fire. The Company's insurers denied coverage
and refused to defend the lawsuit. In the first quarter of fiscal 1999, the
Company prevailed against its insurers to recover the legal and settlement costs
in connection with the 1995 warehouse fire. The Company has received $2,754,000,
which covers substantially all of its settlement and legal costs. The umbrella
insurer has agreed to defend and indemnify the Company on remaining claims under
the Settlement Agreement up to and in accordance with its policy limits of
$5,000,000. The Company's results of operations for the first fiscal quarter of
1999 include $2,754,000 associated with this settlement.

Income from operations increased $2,664,252 in the first quarter of fiscal 1999,
compared to fiscal 1998. This increase is primarily attributable to the amounts
received from the Company's insurers in connection with the 1995 fire at the
Lynde Company, a former wholly owned subsidiary, which covers substantially all
of its settlement and legal costs previously incurred in connection with the
fire.

OTHER INCOME

Interest income decreased $74,376, or 20.9%, for the quarter ended December 31,
1998 compared to the same quarter one year ago. This decrease is due to less
cash available for investments during the quarter. Interest expense decreased
slightly due to the decline in long-term debt. Other miscellaneous income
increased slightly, $2,241, as compared to the previous year.


                                       7   


<PAGE>


LIQUIDITY AND CAPITAL RESOURCES

For the first quarter ended December 31, 1998, cash provided by operations was
$4,638,144 compared to $340,538 for the same period one-year ago. This increase
was due mainly to the increase in net income and changes in certain current
asset and liability accounts discussed below. The increase in net income is
primarily due to the amounts received from the Company's insurers in connection
with the 1995 fire at the Lynde Company. During the three months ended December
31, 1998, the Company invested $668,227 in property and equipment additions and
added $3,170,560 to investments.

Accounts receivable, inventories, accounts payable and other current liabilities
decreased during the first three months of fiscal 1999. Decreases in these
accounts are typical for the first quarter of our fiscal year. Other current
assets decreased due to a reduction in prepaid income taxes during the quarter
ended December 31, 1998. The Company did not issue any securities during the
quarter ended December 31, 1998.

During the quarter ended December 31, 1998, the Company acquired and retired
127,865 shares of common stock for $1,295,991.

Cash flows from operations, coupled with the Company's strong cash position,
puts the Company in a position to fund both short and long-term working capital
and capital investment needs with internally generated funds. Management does
not, therefore, anticipate the need to engage in significant financing
activities in either the short or long-term. If the need to obtain additional
capital does arise, however, management is confident that the Company's total
debt to capital ratio puts it in a position to issue either debt or equity
securities on favorable terms.

Although management continually reviews opportunities to enhance the value of
the Company through strategic acquisitions, other capital investments and
strategic divestitures, no material commitments for such investments or
divestitures currently exist. Until appropriate investment opportunities are
identified, the Company will continue to invest excess cash in conservative
investments. Cash equivalents include all liquid debt instruments (primarily
cash funds and certificates of deposit) purchased with an original maturity of
three months or less. Cash equivalents are carried at cost, which approximates
market value. Investments classified as available-for-sale securities consist of
insurance contracts and variable rate marketable securities (primarily municipal
bonds and annuity contracts) that will be held for indefinite periods of time,
including securities that may be sold in response to changes in market interest
or prepayment rates, needs for liquidity or changes in the availability or yield
of alternative investments. These securities are carried at market value which
approximates cost.

Other than as discussed above, management is not aware of any matters that have
materially affected the first three months of fiscal 1999, or are expected to
materially affect future periods, nor is management aware of other matters not
affecting this period that are expected to materially affect future periods.

YEAR 2000 COMPLIANCE

As generally known, the Year 2000 issue pertains to the inability of some
computer hardware and software and other electronic devices to operate properly
as January 1, 2000 approaches, and beyond. The Company has taken, and will
continue to take, actions intended to minimize the impact of the Year 2000
issue, although it is impossible to eliminate these risks entirely.

The Company's major information technology (IT) systems and infrastructure have
been upgraded or replaced in the ordinary course of business over the last two
years. Approximately $480,500 has been 


                                       8


<PAGE>


spent through December 31, 1998 to upgrade the Company's primary IT systems, 
IT infrastructure and security systems, and to replace the telephone, 
voicemail, and timekeeping systems to Year 2000 compliant systems. The 
Company will continue to invest in technology to accommodate the Company's 
future growth, with such improvements intended to achieve Year 2000 
compliance as a byproduct of the upgrades.

The Company is currently implementing a Year 2000 compliance testing program of
its hardware, software and equipment. Testing will include, but is not limited
to, corporate IT systems, IT infrastructure, security systems, telephone
systems, manufacturing and laboratory equipment, and timekeeping systems.
Although the Company does not expect that costs necessary to replace
non-compliant systems will have a material impact on the Company's results of
operations, liquidity, or financial condition, it is not possible to estimate
the total expected cost associated with achieving Year 2000 issue readiness.

The Company relies on computer processing for its business activities and the
Year 2000 issue creates risk for the Company from unforeseen problems in the
Company's systems and from third parties with whom the Company does business.
The failure of the Company's systems and/or third party systems could have a
material adverse effect on the Company's results of operations, liquidity, and
financial condition.

Year 2000 readiness of third parties with whom the Company does business,
particularly suppliers of critical products and providers of utility and
communication services, could impair the Company's ability to deliver products
and services and could cause system failures or errors, business interruptions
and, in a worst case scenario, the inability to engage in normal business
practices for an unknown length of time. This worst case scenario, if it should
occur, could have a material adverse effect on the Company's operations,
liquidity or financial condition, particularly if the disruption continues for a
significant length of time.

While third party risk related to the Year 2000 issues is difficult to quantify
or control, the Company is taking steps to try to minimize the potential adverse
effect that could arise. The Company has sent Year 2000 surveys to its suppliers
asking for the compliance status of suppliers' products and internal operations.
The responses received by the Company to date indicate that most of its
suppliers expect to be Year 2000 compliant in a timely manner. The Company plans
to develop third party contingency plans as it identifies partners evidencing
inadequate Year 2000 preparations. Contingency plans may include plans to
accumulate extra inventory and/or establish alternative sources of supply and
channels of distribution. However, even with diligent planning, third party
providers pose an uncertain risk which cannot be entirely eliminated.

Due to the general uncertainty inherent in the Year 2000 issue, resulting in
part from the uncertainty of the Year 2000 issue readiness of third-party
suppliers and customers, the Company is unable to determine at this time whether
the consequences of Year 2000 issue failures will have a material impact on the
Company's results of operations, liquidity, or financial condition.

MARKET RISK

At December 31, 1998, the Company had an investment portfolio of fixed income
securities of $2,363,435, excluding $18,756,899 of those classified as cash and
cash equivalents and variable rate securities. These securities, like all fixed
income instruments, are subject to interest rate risk and will decline in value
if market interest rates increase. However, the Company has the ability to hold
its fixed 


                                      9



<PAGE>


income investments until maturity and therefore the Company would not
expect to recognize an adverse impact in income or cash flows.

RECENTLY ISSUED ACCOUNTING STANDARDS

In June 1997, the Financial Accounting Standards Board (FASB) issued Statement
of Financial Accounting Standards (SFAS) No. 131, "Disclosures about Segments of
an Enterprise and Related Information." SFAS No. 131 redefines how operating
segments are determined and requires disclosures of certain financial and
descriptive information about a company's operating segments. In accordance with
SFAS No. 131, the segment disclosure, if any, will be included in the Company's
Form 10-K for the year ending October 3, 1999.

In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities." SFAS No. 133 requires companies to record
derivatives on the balance sheet as assets and liabilities, measured at fair
value. Gains or losses resulting from changes in the values of those derivatives
would be accounted for depending on the use of the derivative and whether it
qualifies for hedge accounting. SFAS No. 133 is effective for fiscal years
beginning after June 15, 1999, with earlier adoption encouraged. Management has
not yet determined the effects SFAS No. 133 will have on its financial position
or the results of its operations.

FORWARD-LOOKING STATEMENTS

THE INFORMATION CONTAINED IN THIS FORM 10-Q INCLUDES FORWARD-LOOKING STATEMENTS
AS DEFINED IN SECTION 21E OF THE SECURITIES EXCHANGE ACT OF 1934, AS AMENDED.
THESE FORWARD-LOOKING STATEMENTS INVOLVE A NUMBER OF RISKS AND UNCERTAINTIES,
INCLUDING DEMAND FROM MAJOR CUSTOMERS, COMPETITION, CHANGES IN PRODUCT OR
CUSTOMER MIX OR REVENUES, CHANGES IN PRODUCT COSTS AND OPERATING EXPENSES AND
OTHER FACTORS DISCLOSED THROUGHOUT THIS REPORT. THE ACTUAL RESULTS THAT THE
COMPANY ACHIEVES MAY DIFFER MATERIALLY FROM ANY FORWARD-LOOKING STATEMENTS DUE
TO SUCH RISKS AND UNCERTAINTIES. THE COMPANY UNDERTAKES NO OBLIGATION TO REVISE
ANY FORWARD-LOOKING STATEMENTS IN ORDER TO REFLECT EVENTS OR CIRCUMSTANCES THAT
MAY ARISE AFTER THE DATE OF THIS REPORT. READERS ARE URGED TO CAREFULLY REVIEW
AND CONSIDER THE VARIOUS DISCLOSURES MADE BY THE COMPANY IN THIS REPORT AND IN
THE COMPANY'S OTHER REPORTS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION
THAT ATTEMPT TO ADVISE INTERESTED PARTIES OF THE RISKS AND UNCERTAINTIES THAT
MAY AFFECT THE COMPANY'S FINANCIAL CONDITION AND RESULTS OF OPERATION.


                                      10



<PAGE>



 
                          PART II. OTHER INFORMATION


Item 1.  Legal Proceedings

As of the date of this filing, the Registrant was not involved in any pending
legal proceedings to which the Registrant was a party or of which any property
of the Registrant was the subject other than ordinary routine litigation
incidental to their business, except as follows:

     LYNDE COMPANY WAREHOUSE FIRE. On March 1, 1995, the Company and its former
     subsidiary, The Lynde Company, were named as defendants in an action
     entitled DONNA M. COOKSEY, ET AL. V. HAWKINS CHEMICAL, INC. AND THE LYNDE
     COMPANY ("COOKSEY"). This action was certified as a partial class action in
     state district court in Hennepin County, Minnesota. The plaintiffs sought
     damages for personal injury and other damages alleged to have been caused
     by the alleged release of hazardous substances as a result of a fire at an
     office/warehouse facility used by The Lynde Company. The Registrant entered
     into a class settlement agreement with the class, pursuant to which the
     Registrant agreed to pay certain of the class' costs and expenses, as well
     as certain compensation to the class pursuant to a Matrix and Plan of
     Distribution which form a part of the settlement agreement (the "Settlement
     Agreement"). The district court gave final approval of the settlement.

     The Registrant's primary and umbrella insurers had denied a tender of the
     defense of the lawsuit and had denied any obligation to indemnify the
     Registrant for damages claimed by third parties in connection with the
     fire. On July 7, 1995, the Registrant commenced suits against The North
     River Insurance Company and the Westchester Fire Insurance Company, the
     primary and umbrella insurers, respectively, in the United States District
     Court for the District of Minnesota. On October 6, 1996, the Court entered
     an Order for Judgment against the two insurers declaring that they each
     owed the Registrant a duty to defend the Cooksey action, that the insurers
     had breached their duty to defend and that the Registrant was entitled to
     judgment against North River in the amount of $890,174 and against
     Westchester in the amount of $90,868 for fees and expenses incurred by the
     Registrant through October of 1996 in defending against the Cooksey action
     and in prosecuting the action against the two insurers. The two insurers
     appealed the judgments to the Eighth Circuit Court of Appeals, which
     affirmed the lower court judgments.

     During fiscal 1995, the Registrant recorded $750,000 to cover expected
     legal and settlement costs for this litigation and an additional $1,771,439
     in fiscal 1997. Since the beginning of fiscal 1999, the Registrant has been
     reimbursed for substantially all of its settlement and litigation expenses.
     Hawkins' umbrella insurer has agreed to defend and indemnify Hawkins on
     remaining claims under the Settlement Agreement up to and in accordance
     with its policy limits of $5,000,000.


                                        11


<PAGE>



Item 6.  Exhibits and Reports on Form 8-K

(a)  Exhibits.

     The following exhibits are included with this Quarterly Report on Form 10-Q
     (or incorporated by reference) as required by Item 601 of Regulation S-K.


<TABLE>
<CAPTION>
            Exhibit No.              Description of Exhibit
          -----------------          ------------------------------------------
          <S>                        <C> 
                 27                  Financial Data Schedule
</TABLE>


(b) Reports on Form 8-K.

     No reports on Form 8-K have been filed during the fiscal quarter ended
December 31, 1998.


                                    SIGNATURE

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.

                                         HAWKINS CHEMICAL, INC.

                                    BY /s/  Howard M. Hawkins                 
                                       ---------------------------------------
                                       Howard M. Hawkins, Treasurer
                                       (Chief Financial and Accounting Officer)

Dated:  February 12, 1999


                                       12



<PAGE>



                                 EXHIBIT INDEX

The following exhibits are included with this Quarterly Report on Form 10-Q (or
incorporated by reference) as required by Item 601 of Regulation S-K.


<TABLE>
<CAPTION>
            Exhibit No.            Description of Exhibit           Page No.
          -----------------    --------------------------------   ------------
          <S>                  <C>                                  <C>
                 27            Financial Data Schedule               14
</TABLE>







                                       13





<TABLE> <S> <C>


<PAGE>
<ARTICLE> 5
       
<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                          OCT-03-1999
<PERIOD-START>                             SEP-28-1998
<PERIOD-END>                               DEC-31-1998
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<EPS-PRIMARY>                                      .30
<EPS-DILUTED>                                      .30
        

</TABLE>