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<SEC-DOCUMENT>0000950137-05-003788.txt : 20050329
<SEC-HEADER>0000950137-05-003788.hdr.sgml : 20050329
<ACCEPTANCE-DATETIME>20050329122531
ACCESSION NUMBER:		0000950137-05-003788
CONFORMED SUBMISSION TYPE:	10-K
PUBLIC DOCUMENT COUNT:		8
CONFORMED PERIOD OF REPORT:	20041231
FILED AS OF DATE:		20050329
DATE AS OF CHANGE:		20050329

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CHICAGO RIVET & MACHINE CO
		CENTRAL INDEX KEY:			0000019871
		STANDARD INDUSTRIAL CLASSIFICATION:	METALWORKING MACHINERY & EQUIPMENT [3540]
		IRS NUMBER:				360904920
		STATE OF INCORPORATION:			IL
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		10-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-01227
		FILM NUMBER:		05708777

	BUSINESS ADDRESS:	
		STREET 1:		901 FRONTENAC RD
		STREET 2:		P O BOX 3061
		CITY:			NAPERVILLE
		STATE:			IL
		ZIP:			60566
		BUSINESS PHONE:		6303578500

	MAIL ADDRESS:	
		STREET 1:		901 FRONTENAC RD
		STREET 2:		P O BOX 3061
		CITY:			NAPERVILLE
		STATE:			IL
		ZIP:			60566
</SEC-HEADER>
<DOCUMENT>
<TYPE>10-K
<SEQUENCE>1
<FILENAME>c93305e10vk.txt
<DESCRIPTION>ANNUAL REPORT
<TEXT>
<PAGE>

                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                      ------------------------------------

                                   FORM 10-K
                       FOR ANNUAL AND TRANSITION REPORTS
                    PURSUANT TO SECTIONS 13 OR 15(d) OF THE
                        SECURITIES EXCHANGE ACT OF 1934

<Table>
<S>    <C>
(Mark One)
[X]        ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                     SECURITIES EXCHANGE ACT OF 1934

            For the fiscal year ended December 31, 2004
                                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 0-1227
</Table>

                          CHICAGO RIVET & MACHINE CO.
             (Exact Name of Registrant as Specified in Its Charter)

<Table>
<S>                                                 <C>
                     Illinois                                           36-0904920
         (State or Other Jurisdiction of                             (I.R.S. Employer
          Incorporation or Organization)                           Identification No.)

     901 Frontenac Road, Naperville, Illinois                             60563
     (Address of Principal Executive Offices)                           (Zip Code)
</Table>

       Registrant's telephone number, including area code (630) 357-8500

          Securities registered pursuant to Section 12(b) of the Act:

                              TITLE OF EACH CLASS
                                ---------------
                        Common Stock -- $1.00 Par Value
                  (including Preferred Stock Purchase Rights)
                             NAME OF EACH EXCHANGE
                              ON WHICH REGISTERED
                              --------------------
                            American Stock Exchange
                   (Trading privileges only, not registered)

        Securities registered pursuant to Section 12(g) of the Act: None

     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 BY CHECK MARK IF DISCLOSURE OF DELINQUENT FILERS PURSUANT TO ITEM
405 OF REGULATION S-K IS NOT CONTAINED HEREIN, AND WILL NOT BE CONTAINED, TO THE
BEST OF REGISTRANT'S KNOWLEDGE, IN DEFINITIVE PROXY OR INFORMATION STATEMENTS
INCORPORATED BY REFERENCE IN PART III OF THIS FORM 10-K OR ANY AMENDMENT TO THIS
FORM 10-K.

     INDICATE BY CHECK MARK WHETHER THE REGISTRANT IS AN ACCELERATED FILER (AS
DEFINED IN EXCHANGE ACT RULE 12B-2).  YES ____               NO  X

     THE AGGREGATE MARKET VALUE OF COMMON STOCK HELD BY NON-AFFILIATES OF THE
REGISTRANT AS OF JUNE 30, 2004 WAS $21,567,015.

   AS OF MARCH 24, 2005 966,132 SHARES OF THE REGISTRANT'S COMMON STOCK WERE
                                  OUTSTANDING.

                      DOCUMENTS INCORPORATED BY REFERENCE

     (1) PORTIONS OF THE COMPANY'S ANNUAL REPORT TO SHAREHOLDERS FOR THE YEAR
ENDED DECEMBER 31, 2004 (THE "2004 REPORT") ARE INCORPORATED BY REFERENCE IN
PARTS I, II AND IV OF THIS REPORT.

     (2) PORTIONS OF THE COMPANY'S DEFINITIVE PROXY STATEMENT WHICH IS TO BE
FILED WITH THE SECURITIES AND EXCHANGE COMMISSION IN CONNECTION WITH THE
COMPANY'S 2005 ANNUAL MEETING OF SHAREHOLDERS ARE INCORPORATED BY REFERENCE IN
PART III OF THIS REPORT.
<PAGE>

                           CHICAGO RIVET & MACHINE CO.
                         PERIOD ENDING DECEMBER 31, 2004

<TABLE>
<CAPTION>
Item                                                                   Page
 No.                                                                    No.
- ----                                                                   ----
<S>                                                                    <C>
                                     Part I

1.   Business                                                            3
2.   Properties                                                          4
3.   Legal Proceedings                                                   4
4.   Submission of Matters to a Vote of Security Holders                 4

                                    Part II

5.   Market for Registrant's Common Equity, Related Stockholder
       Matters and Issuer Purchases of Equity Securities                 6
6.   Selected Financial Data                                             6
7.   Management's Discussion and Analysis of Financial Condition
       and Results of Operations                                         6
7a.  Quantitative and Qualitative Disclosures About Market Risk         11
8.   Financial Statements and Supplementary Data                        12
9.   Changes in and Disagreements with Accountants on Accounting
       and Financial Disclosure                                         12
9a.  Controls and Procedures                                            12

                                    Part III

10.  Directors and Executive Officers of the Registrant                 12
11.  Executive Compensation                                             13
12.  Security Ownership of Certain Beneficial Owners and
       Management and Related Stockholder Matters                       13
13.  Certain Relationships and Related Transactions                     13
14.  Principal Accountant Fees and Services                             13

                                    Part IV

15.  Exhibits and Financial Statement Schedules                         14
</TABLE>

                                        2

<PAGE>

                                     PART I

ITEM 1 - BUSINESS

      Chicago Rivet & Machine Co. (the "Company") was incorporated under the
laws of the State of Illinois in December 1927, as successor to the business of
Chicago Rivet & Specialty Co. The Company operates in two segments of the
fastener industry: fasteners and assembly equipment. The fastener segment
consists of the manufacture and sale of rivets, cold-formed fasteners and parts
and screw machine products. The assembly equipment segment consists primarily of
the manufacture of automatic rivet setting machines, automatic assembly
equipment, parts and tools for such machines, and the leasing of automatic rivet
setting machines. For further discussion regarding the Company's operations and
segments see Note 10 of the financial statements which appears on pages 9 and 10
of the Company's 2004 Annual Report to Shareholders. The 2004 Annual Report is
filed as an exhibit to this report.

      The principal market for the Company's products is the North American
automotive industry. Sales are solicited by employees and by independent sales
representatives.

      The segments in which the Company operates are characterized by active and
substantial competition. No single company dominates the industry. The Company's
competitors include both larger and smaller manufacturers, and segments or
divisions of large, diversified companies with substantial financial resources.
Principal competitive factors in the market for the Company's products are
quality, service, reliability and price.

      The Company serves a variety of customers. Revenues are primarily derived
from sales to customers involved, directly or indirectly, in the manufacture of
automobiles and automotive components. Information concerning backlog of orders
is not considered material to the understanding of the Company's business due to
relatively short production cycles. The level of business activity for the
Company is closely related to the overall level of industrial activity in the
United States. During 2004, sales to two customers exceeded 10% of the Company's
consolidated revenues. Sales to Fisher & Company accounted for approximately
22%, 21% and 17% of the Company's consolidated revenues in 2004, 2003, and 2002,
respectively. Sales to TI Group Automotive Systems Corporation accounted for
approximately 13% of the Company's consolidated revenues in 2004, 13% in 2003
and 18% in 2002.

      The Company's business has historically been stronger during the first
half of the year.

      The Company purchases raw material from a number of sources, primarily
within the United States. There are numerous sources of raw material, and the
Company does not have to rely on a single source for any of its requirements.
Beginning early in 2004, the cost of raw materials used in the manufacture of
fasteners escalated sharply due to increased global demand, primarily in Asia.

      Patents, trademarks, licenses, franchises and concessions are not of
significant importance to the business of the Company.

      The Company does not engage in significant research activities, but rather
in ongoing product improvement and development. The amounts spent on product
development activities in the last three years were not material.

      At December 31, 2004, the Company employed 296 people.

                                       3

<PAGE>

      The Company has no foreign operations, and sales to foreign customers
represent only a minor portion of the Company's total sales.

ITEM 2 - PROPERTIES

      The Company's headquarters office is located in Naperville, Illinois. It
conducts its manufacturing and warehousing operations at four additional
facilities. All of these facilities are described below. Each facility is owned
by the Company and considered suitable and adequate for its present use. The
Company also currently maintains a small sales and engineering office in
Norwell, Massachusetts in a leased facility.

      Of the properties described below, the Jefferson, Iowa and the Madison
Heights, Michigan facilities are used entirely in the fastener segment. The
Albia, Iowa facility is used exclusively in the assembly equipment segment. The
Tyrone, Pennsylvania and the Naperville, Illinois facilites are utilized in both
operating segments.

                      Plant Locations and Descriptions

Naperville, Illinois            Brick, concrete block and partial
                                   metal construction with metal roof.

Tyrone, Pennsylvania            Concrete block with small tapered
                                   beam type warehouse.

Jefferson, Iowa                 Steel tapered beam construction.

Albia, Iowa                     Concrete block with prestressed
                                   concrete roof construction.

Madison Heights, Michigan       Concrete, brick and partial metal
                                   construction with metal roof.

ITEM 3 - LEGAL PROCEEDINGS

      The Company is, from time to time involved in litigation, including
environmental claims, in the normal course of business. While it is not possible
at this time to establish the ultimate amount of liability with respect to
contingent liabilities, including those related to legal proceedings, management
is of the opinion that the aggregate amount of any such liabilities, for which
provision has not been made, will not have a material adverse effect on the
Company's financial position.

ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

      No matter was submitted to a vote of the Company's shareholders during the
fourth quarter of 2004.

                                       4

<PAGE>

                      Executive Officers of the Registrant

      The names, ages and positions of all executive officers of the Company, as
of March 25, 2005, are listed below. Officers are elected annually by the Board
of Directors at the meeting of the directors immediately following the Annual
Meeting of Shareholders. There are no family relationships among these officers,
nor any arrangement or understanding between any officer and any other person
pursuant to which the officer was selected.

<TABLE>
<CAPTION>
Name and Age of Officer                     Position                            Years an Officer
- -----------------------                     --------                            ----------------
<S>                        <C>              <C>                                 <C>
John A. Morrissey          69               Chairman, Chief                            24
                                               Executive Officer

John C. Osterman           53               President, Chief Operating                 21
                                               Officer and Treasurer

Nirendu Dhar               63               General Manager,                            4
                                               H & L Tool Company, Inc.

Donald P. Long             53               Vice President-Sales                       10

Kimberly A. Kirhofer       46               Secretary                                  14

Michael J. Bourg           42               Controller                                  6
</TABLE>

- -     Mr. Morrissey has been Chairman of the Board of Directors of the Company
      since November 1979, and Chief Executive Officer since August 1981. He has
      been a director of the Company since 1968.

- -     Mr. Osterman has been President, Chief Operating Officer and Treasurer of
      the Company since September 1987. He was Assistant Secretary from November
      1983 to May 1985 when he became Assistant Vice President-Administration.
      He became Vice President-Administration in May 1986 and was named
      Executive Vice President in May 1987. He has been a director of the
      Company since May 1988.

- -     Mr. Dhar has been employed as General Manager of the Company's subsidiary,
      H & L Tool Company, Inc., since 1996. Mr. Dhar was employed as Plant
      Manager and Chief Engineer of H & L Tool Company, Inc. prior to the
      Company's acquisition of H & L Tool Company for more than five years. He
      has been a director of the Company since May 2001.

- -     Mr. Long has been Vice President-Sales of the Company since November 1994,
      and was Director of Sales and Marketing of the Company from March 1993
      through November 1994. Prior to that, he was employed by Townsend
      Engineered Products, a maker of rivets, cold-formed fasteners and rivet
      setting equipment in various sales management positions for more than 5
      years.

- -     Mrs. Kirhofer has been Secretary of the Company since August 1991, and was
      Assistant Secretary of the Company from February 1991 through August 1991.
      Prior to that, she held various administrative positions with the Company
      since May 1983.

- -     Mr. Bourg has been Controller of the Company since December 1998. Prior to
      that, he was Accounting Manager at Fuchs Lubricants Co., a manufacturer of
      industrial lubricants, for two years and prior to that was employed by the
      public accounting firm of McGladrey & Pullen, LLP as a public accountant,
      for more than five years.

                                       5

<PAGE>

                                     PART II

ITEM 5 - MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND
 ISSUER PURCHASES OF EQUITY SECURITIES

      The Company's common stock is traded on the American Stock Exchange
(trading privileges only, not registered). As of March 4, 2005 there were
approximately 281 record holders of such stock. The information on the market
price of, and dividends paid with respect to, the Company's common stock, set
forth in the section entitled "Information on Company's Common Stock" which
appears on page 12 of the 2004 Annual Report is incorporated herein by
reference. The 2004 Annual Report is filed as an exhibit to this report. See
Item 7 - "Management's Discussion and Analysis of Financial Condition and
Results of Operations - Dividends," for additional information about the
Company's dividend policy.

      Under the terms of a stock repurchase authorization originally approved by
the Board of Directors of the Company in February of 1990, as amended, the
Company is authorized to repurchase up to an aggregate of 200,000 shares of its
common stock, in the open market or in private transactions, at prices deemed
reasonable by management. Cumulative purchases under the repurchase
authorization have amounted to 162,996 shares at an average price of $15.66 per
share. The Company has not purchased any shares of its common stock since 2002.

ITEM 6 - SELECTED FINANCIAL DATA

      The section entitled "Selected Financial Data" which appears on page 11 of
the 2004 Annual Report is incorporated herein by reference. The 2004 Annual
Report is filed as an exhibit to this report.

ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
 OF OPERATIONS

FORWARD-LOOKING STATEMENTS

  This discussion contains certain "forward-looking statements" which are
inherently subject to risks and uncertainties that may cause actual events to
differ materially from those discussed herein. Factors which may cause such
differences in events include, among other things, our ability to maintain our
relationships with our significant customers; increased global competition;
increases in the prices of, or limitations on the availability of, our primary
raw materials; or a downturn in the automotive industry, upon which we rely for
sales revenue, and which is cyclical and dependent on, among other things,
consumer spending, international economic conditions and regulations and
policies regarding international trade. Many of these factors are beyond our
ability to control or predict. Readers are cautioned not to place undue reliance
on these forward-looking statements. We undertake no obligation to publish
revised forward-looking statements to reflect events or circumstances after the
date hereof or to reflect the occurrence of unanticipated events.

      In addition to the disclosures contained herein, readers are also urged to
carefully review and consider any risks and uncertainties contained in other
documents filed by the Company with the Securities and Exchange Commission.

RESULTS OF OPERATIONS

      Overall, results for 2004 show considerable improvement compared with the
results posted for 2003. Revenues within the fastener segment improved
significantly. However, only a portion of the increase was due to higher unit

                                       6

<PAGE>

volume. The largest portion of the revenue increase reflects recovery of higher
raw material costs. Our success within the fastener segment was tempered by
continuing weakness in demand for products within the assembly equipment
segment, where revenues declined compared to the prior year.

2004 COMPARED TO 2003

      Within the fastener segment, revenues increased by 4.7%, or nearly $1.5
million. Approximately $1.0 million of this increase represents the recovery of
higher material costs related to the increase in the price of steel wire and rod
which are our primary raw materials. The balance of the increase is primarily
due to an increase in units shipped. Increases in the price of raw materials
consumed in production amounted to $1,195,000. This was partially offset by an
increase of $205,000 in scrap recovery and purchase discounts. In addition,
perishable tooling expense increased $244,000 due to expenses related to the
initial production of a number of new parts, while wage and fringe benefit costs
increased $122,000. These higher costs were partially offset by a $317,000
reduction in outside material processing costs, due to a change in product mix,
and by savings of $193,000 realized by handling the majority of our routine
maintenance internally, rather than outsourcing as had previously been the
practice. The net effect of these changes contributed to a $693,000 improvement
in gross margin for this segment compared with 2003.

      Revenues within the assembly equipment segment declined 5.7%, or $412,000,
compared to the prior year. This change was due to lower unit volumes which
reflected lower demand for the product in this segment. Despite the reduction in
volume, gross margins improved by $138,000 compared with 2003. Factors
contributing to this improvement included: savings of $355,000 in wage and
related benefit costs arising from reductions in the workforce undertaken in the
fourth quarter of 2003; a reduction of $51,000 in material costs, primarily due
to reduced volumes; and a reduction in depreciation expense of $45,000 as more
equipment became fully depreciated.

      Selling and administrative expenses declined 3.6%, or $228,000, in 2004
compared with 2003. The largest single factor contributing to this change was a
successful appeal of the Michigan single business tax paid in four prior years.
The amount of this refund was $330,000. Reductions in headcount contributed to a
net reduction of $127,000 in salary and fringe benefit expense. These savings
were partially offset by an increase of $120,000 in profit sharing expense
related to the increase in pre-tax income.

2003 COMPARED TO 2002

      Reduced revenues were the dominant factor contributing to reduced margins
within the fastener segment during 2003. Fastener segment revenues declined
abruptly late in the first quarter and remained weak for the balance of the
year. For the year 2003, fastener segment revenues declined 11.3% compared to
2002, totaling a disappointing $31,024,036. Reductions in North American
production of domestic automobiles and trucks contributed to the weakness in our
business as did continuing competitive pressures which contributed to the loss
of some business, as we were unable to meet the price concessions demanded by
certain customers. In addition, some high margin parts were lost in connection
with design changes that accompanied the new model year. Reductions in
manufacturing staff failed to keep pace with the decline in business activity.
Given the lower operating volumes in 2003, compared to 2002, labor costs were
disproportionately higher by $317,000. In addition to labor, related taxes and
fringe benefit costs, including employees' health insurance, were also
disproportionately higher than in 2002 by approximately $420,000. Higher tooling
expenses incurred in connection with the initial production of a variety of new
parts caused tooling expenditures to be approximately $294,000 higher than would
have been expected, given the reduction in operating levels.

                                       7

<PAGE>

      Within the assembly equipment segment, revenues declined 10.6% compared to
2002. As was the case in the fastener segment, lower volumes contributed to
significantly reduced operating efficiencies that were manifested in labor and
benefit costs which were disproportionately higher than the prior year by
approximately $184,000. Other factors impacting margins within this segment were
increases in the cost of raw materials of approximately $94,000, offset in part
by a $55,000 decrease in depreciation expense due to some equipment becoming
fully depreciated.

      Selling and administrative expenses for 2003 were 5.6% below those for
2002. A $302,000 reduction in profit sharing expense was the largest single
factor contributing to the decrease in this expense category, followed by
reductions of $145,000 in bonus expense, and $96,000 in commission expense due
to lower sales in the current year. These reductions were partially offset by a
$74,000 expense related to an early retirement program and an increase of
$33,000 in the cost of employee health insurance.

      Net interest income increased by approximately $45,000 during 2003,
primarily as a result of lower interest expense related to lower balances on a
note payable, which was paid in full in December.

DIVIDENDS

      In determining to pay dividends, the Board considers current
profitability, the outlook for longer-term profitability, known and potential
cash requirements and the overall financial condition of the Company. The
Company paid four regular quarterly dividends of $.18 per share during 2004. On
February 21, 2005, your Board of Directors declared a regular quarterly dividend
of $.18 per share, payable March 18, 2005 to shareholders of record on March 4,
2005. This continues the uninterrupted record of consecutive quarterly dividends
paid by the Company to its shareholders that extends over 71 years. At that same
meeting, the Board also declared an extra dividend of $.15 per share to be paid
April 20, 2005 to shareholders of record on April 5, 2005.

PROPERTY, PLANT AND EQUIPMENT

      Capital investments totaled $1.4 million during 2004. Capital expenditures
were concentrated within the fastener segment, where investment totaled $1.3
million. Of this total, $1.1 million was invested to purchase cold-heading
machinery and related equipment used in the manufacture of fasteners. The
remainder of the expenditures within the fastener segment was for various
building improvements, additional waste treatment equipment required to meet
environmental requirements, and material handling equipment. The balance of the
Company's 2004 capital expenditures covered a variety of smaller items,
including computers and other office equipment.

      During 2003, capital expenditures amounted to $641,715, of which $535,268
was invested within the fastener segment, $89,379 was invested within the
assembly equipment segment and the remainder was expended for building
improvements that cannot be allocated between segments. Within the fastener
segment, approximately $317,000 was invested in a new solvent-based parts
cleaning system. Other expenditures were approximately $92,000 for vehicles,
including $68,000 for a new delivery truck; $32,000 for in-line wire drawing
equipment; some $21,000 for equipment related to quality control; with the
balance expended for smaller tools and equipment and building improvements.
Within the assembly equipment segment, approximately $86,000 was expended for
the purchase of new equipment related to the manufacture of perishable tooling
that is sold to customers. The balance was expended for building improvements
and office equipment.

                                       8

<PAGE>

      Investments in machinery and equipment totaled $886,009 in 2002. The
majority of this investment was related to the fastener segment of our
operations. Approximately $567,000 was invested in new equipment directly
related to the manufacture of fasteners, with an additional $123,000 expended
for equipment related to quality control and finishing operations for the
fastener segment. The balance was expended for a variety of items, including
material handling, data processing and other equipment.

      Depreciation expense amounted to $1,757,962 in 2004, $1,861,600 in 2003,
and $1,915,726 in 2002.

LIQUIDITY AND CAPITAL RESOURCES

      The Company's working capital increased approximately $1.2 million between
December 31, 2003 and December 31, 2004. The Company's holdings in cash, cash
equivalents and certificates of deposit amounted to nearly $6.3 million at the
end of 2004. This is an increase of $.3 million compared with the prior
year-end. Inventories increased by just over $1.0 million, reflecting both
higher material prices and an increase in quantities on hand. Accounts
receivable increased approximately $.3 million compared with the prior year-end,
reflecting higher shipments during the latter portion of 2004 compared with the
same period in 2003. Accruals for profit sharing contributions increased $.1
million compared to the prior year, due to increased income, and other accrued
expenses increased $.2 million primarily due to an increase in income taxes
payable. The Company has a $1.0 million line of credit, which expires May 31,
2005. This line of credit remains unused.

      OFF-BALANCE SHEET ARRANGEMENTS

      The Company has not entered into, and has no current plans to enter into,
any off-balance sheet financing arrangements.

      The following table presents a summary of the Company's contractual
obligations as of December 31, 2004:

<TABLE>
<CAPTION>
                                    Payments Due By Period
- ---------------------------------------------------------------------------------------------
                                            Less Than      1 - 3        4 - 5       More Than
Contractual Obligation           Total        1 Year       Years        Years        5 Years
- -------------------------       --------    ---------    ---------     --------     ---------
<S>                             <C>         <C>          <C>           <C>          <C>
Long-term Debt                  $     --    $      --    $      --     $     --     $      --
Capital Lease Obligations             --           --           --           --            --
Operating Leases                   9,164        9,164           --           --            --
Purchase Obligations             254,770      133,428      117,950        3,392            --
                                --------    ---------    ---------     --------     ---------
Total                           $263,934    $ 142,592    $ 117,950     $  3,392     $      --
                                ========    =========    =========     ========     =========
</TABLE>

      Management believes that current cash, cash equivalents, operating cash
flow and available line of credit will be sufficient to provide adequate working
capital for the foreseeable future.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

      As of December 31, 2004, the Company did not have any outstanding debt.
The Company did not use any derivative financial instruments during 2004.

APPLICATION OF CRITICAL ACCOUNTING POLICIES

      The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial

                                       9

<PAGE>

statements and the amounts of revenue and expenses during the reporting period.
During interim periods, the Company uses estimated gross profit rates to
determine the cost of goods sold for a small portion of its operations. Actual
results can vary from these estimates, and these estimates are adjusted, as
necessary, when actual information is available. The effect of these estimates
is described in Note 11 of the financial statements.

      A summary of critical accounting policies can be found in Note 1 of the
financial statements.

NEW ACCOUNTING STANDARDS

      The Company's financial statements and financial condition were not, and
are not expected to be, materially impacted by new, or proposed, accounting
standards.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

The firm of PricewaterhouseCoopers LLP served as the Company's independent
registered public accounting firm for the year ended December 31, 2004.

On February 28, 2005, the Company was notified by PricewaterhouseCoopers LLP,
the Company's independent registered public accounting firm, that
PricewaterhouseCoopers LLP declined to stand for re-election as the Company's
independent registered public accounting firm for the year ending December 31,
2005. PricewaterhouseCoopers LLP agreed, however, to continue to serve as the
Company's independent registered public accounting firm until completion of its
procedures on the financial statements of the Company for the year ended
December 31, 2004. On March 21, 2005, PricewaterhouseCoopers LLP completed its
procedures on the financial statements of the Company for the year ended
December 31, 2004, and PricewaterhouseCoopers LLP ceased serving as the
Company's independent registered public accounting firm.

On March 23, 2005, the Audit Committee engaged Grant Thornton LLP to serve as
the Company's independent registered public accounting firm for the year ending
December 31, 2005.

The reports of PricewaterhouseCoopers LLP on the Company's financial statements
for the years ended December 31, 2004 and 2003 did not contain an adverse
opinion or a disclaimer of opinion and were not qualified or modified as to
uncertainty, audit scope or accounting principle. During the years ended
December 31, 2004 and 2003 and through March 21, 2005, there have been no
disagreements with PricewaterhouseCoopers LLP on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to the satisfaction of
PricewaterhouseCoopers LLP, would have caused PricewaterhouseCoopers LLP to make
reference thereto in its report on the Company's financial statements for such
years. During the years ended December 31, 2004 and 2003 and through March 21,
2005, there have been no "reportable events" (as defined in SEC Regulation S-K
Item 304(a)(1)(v)).

Between January 1, 2003 and the engagement of Grant Thornton LLP on March 23,
2005, neither the Company nor anyone acting on behalf of the Company consulted
with Grant Thornton LLP regarding either (i) the application of accounting
principles to a specified completed or contemplated transaction or the type of
audit opinion that might be rendered on the Company's financial statements; as
such, no written or oral advice was provided or (ii) any matter that was either
the subject of a disagreement with PricewaterhouseCoopers LLP or a "reportable
event."

                                       10

<PAGE>

OUTLOOK FOR 2005

      Conditions within our markets remain unsettled. While the manufacturing
segment of the economy has shown improvement overall, activity within the
automotive sector, which is our major market, has not improved significantly.
Published reports indicate that the "Big Three" domestic automobile
manufacturers, which directly or indirectly represent our primary market,
experienced a decline of nearly 4% in production during 2004. Although we do not
anticipate a significant improvement in that market in 2005, we will continue to
pursue opportunities within that market. In addition, we will continue pursuing
opportunities that exist related to the North American operations of
foreign-owned automobile manufacturers. We believe the size of the market
warrants continued efforts to bolster our participation in this market.

      Activity within the assembly equipment segment continues to be a cause for
concern. Demand for our products remains at very low levels, and we have seen
little to suggest meaningful improvement in the near term. To the contrary,
activity within the markets we serve is increasingly subject to foreign
competition either from foreign-owned companies exporting finished products to
the U.S., or indirectly as U.S. based companies outsource their assembly
operations to countries with lower manufacturing costs. This trend obviously
also has adverse consequences for the fastener segment, as well.

      The factors described above contribute to excess capacity within our
industry, which has the effect of limiting our ability to negotiate price
relief. We have had some success recovering higher raw material prices through
the implementation of raw material surcharges and, over the past few months, raw
material prices have stabilized. However, we have no assurance that this is
anything more than a temporary situation. Any increase in global demand could
easily lead to another round of material cost increases and could lead to
availability constraints as well. As a result, we anticipate that margins will
remain under pressure for the foreseeable future.

      In addition to the operating challenges identified above, we anticipate
incurring significant additional costs in connection with the requirements of
the Sarbanes-Oxley Act of 2002 and related SEC rules. Assuring compliance with
these new requirements will entail a significant investment of management
resources as well as significant monetary expenditures to document and review
existing internal controls. Once the documentation phase is completed, there
will be ongoing costs in the form of internal and external testing of these
controls to assure continued compliance, and there will likely be an associated
increase in the costs of the independent audit process.

      We will continue to exploit opportunities to reduce costs in all areas.
While we have successfully implemented cost savings measures in the past, and
will continue to do so, the incremental savings from future cost reduction
initiatives will be more difficult to realize. Our best opportunity to improve
bottom line performance rests with our ability to improve top line performance,
and we plan to increase our efforts in that regard in the months ahead.

      We recognize that the Company's success depends upon many factors. We
express our appreciation for the loyalty of our customers, our shareholders and
for the dedicated and diligent efforts of our employees who continue to meet the
challenges that we face daily. These are critical elements of our success - both
past and future.

ITEM 7A QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

      As of December 31, 2004, the Company did not have any outstanding debt.
During 2004 the Company did not use derivative financial instruments.

                                       11

<PAGE>

ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

      See the sections entitled "Consolidated Financial Statements" and
"Financial Statement Schedule" which appear on pages 16 through 19 of this
report.

ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
 FINANCIAL DISCLOSURE

      On February 28, 2005, the Company was notified by PricewaterhouseCoopers
LLP, the Company's independent registered public accounting firm that it
declined to stand for re-election as the Company's independent registered public
accounting firm for the year ending December 31, 2005, as reported on the Form
8-K filed on March 4, 2005. On March 21, 2005, PricewaterhouseCoopers LLP
competed its procedures on the financial statements of the Company for the year
ended December 31, 2004, and PricewaterhouseCoopers LLP ceased serving as the
Company's independent registered public accounting firm, as reported on the Form
8-K/A filed on March 23, 2005.

      On March 23, 2005, the Company engaged Grant Thornton LLP as its
independent registered public accounting firm for the year ending December 31,
2005, as reported on the Form 8-K filed on March 25, 2005.

ITEM 9A - CONTROLS AND PROCEDURES

      (a) Disclosure Controls and Procedures. The Company's management, with the
participation of the Company's Chief Executive Officer and Chief Financial
Officer, has evaluated the effectiveness of the Company's disclosure controls
and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under
the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as of the
end of the period covered by this report. Based on such evaluation, the
Company's Chief Executive Officer and Chief Financial Officer have concluded
that, as of the end of such period, the Company's disclosure controls and
procedures are effective in recording, processing, summarizing and reporting, on
a timely basis, information required to be disclosed by the Company in the
reports that it files or submits under the Exchange Act.

      (b) Internal Control Over Financial Reporting. There have not been any
changes in the Company's internal control over financial reporting (as such term
is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the
fiscal quarter to which this report relates that have materially affected, or
are reasonably likely to materially affect, the Company's internal control over
financial reporting.

                                    PART III

ITEM 10 - DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT

      The information with respect to the Board of Directors' nominees for
directors that is not related to security ownership, which is set forth in the
section entitled "Security Ownership of Management" on pages 5 through 7 of the
Company's 2005 Proxy Statement, is incorporated herein by reference. The
information with respect to the audit committee, its financial expert and the
independence of its members, which is set forth in the third paragraph of the
section entitled "Additional Information Concerning the Board of Directors and
Committees" on page 7 of the Company's 2005 Proxy Statement, is incorporated
herein by reference. The information with regard to

                                       12

<PAGE>

compliance with Section 16(a) of the Exchange Act, which is set forth in the
section entitled "Section 16(a) Beneficial Ownership Reporting Compliance" on
page 10 of the 2005 Proxy Statement, is incorporated herein by reference. The
2005 Proxy Statement is to be filed with the Securities and Exchange Commission
in connection with the Company's 2005 Annual Meeting of Shareholders. The
information called for with respect to executive officers of the Company is
included in Part I of this Report on Form 10-K under the caption "Executive
Officers of the Registrant", which appears on page 10 of this report.

      The Company has adopted a code of ethics for its principal executive
officer, chief operating officer and senior financial officers. A copy of this
code is included as Exhibit 14 to this Report on Form 10-K.

ITEM 11 - EXECUTIVE COMPENSATION

      The information set forth in the section entitled "Executive Compensation"
which appears on pages 11 through 13 of the Company's 2005 Proxy Statement and
the information relating to compensation of directors set forth in the
penultimate paragraph of the section entitled "Additional Information Concerning
the Board of Directors and Committees" which appears on pages 7 through 10 of
the Company's 2005 Proxy Statement is incorporated herein by reference. The 2005
Proxy Statement is to be filed with the Securities and Exchange Commission in
connection with the Company's 2005 Annual Meeting of Shareholders.

ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
 RELATED STOCKHOLDER MATTERS

      The information set forth in the section entitled "Principal Shareholders"
on page 3 of the Company's 2005 Proxy Statement and the information with respect
to security ownership of the Company's directors and officers set forth in the
section entitled "Security Ownership of Management" on pages 5 through 7 of the
Company's 2005 Proxy Statement is incorporated herein by reference. The 2005
Proxy Statement is to be filed with the Securities and Exchange Commission in
connection with the Company's 2005 Annual Meeting of Shareholders.

      The Company does not have any equity compensation plans or arrangements.

ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS

      The information relating to the law firm of Morrissey & Robinson set forth
in the last sentence of footnote (2) on page 6 of the Company's 2005 Proxy
Statement is incorporated herein by reference. The 2005 Proxy Statement is to be
filed with the Securities and Exchange Commission in connection with the
Company's 2005 Annual Meeting of Shareholders.

ITEM 14 - PRINCIPAL ACCOUNTANT FEES AND SERVICES

      The information set forth in section entitled "Independent Registered
Public Accounting Firm" on pages 17 and 18 of the Company's 2005 Proxy Statement
is incorporated herein by reference. The 2005 Proxy Statement is to be filed
with the Securities and Exchange Commission in connection with the Company's
2005 Annual Meeting of Shareholders.

                                       13

<PAGE>

                                     PART IV

ITEM 15 - EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

      (a)         The following documents are filed as a part of this report:

            1.    Financial Statements:

                  See the section entitled "Consolidated Financial Statements"
                  which appears on page 16 of this report.

            2.    Financial statement schedule and supplementary information
                  required to be submitted.

                  See the section entitled "Financial Statement Schedule" which
                  appears on pages 17 through 19 of this report.

            3.    Exhibits:

                  See the section entitled "Exhibits" which appears on page 20
                  of this report.

                                       14

<PAGE>

                                   SIGNATURES

      Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, Chicago Rivet & Machine Co. has duly caused this report to
be signed on its behalf by the undersigned, thereunto duly authorized.

                                              Chicago Rivet & Machine Co.

                                              By /s/ John C. Osterman
                                                ------------------------
                                              John C. Osterman, President
                                              and Chief Operating Officer

      Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on behalf of the
registrant and in the capacities and on the dates indicated:

/s/ John A. Morrissey                       Chairman of the Board of
- ---------------------                       Directors, Chief Executive
John A. Morrissey                           Officer and Member of the
                                            Executive Committee
                                            March 29, 2005

/s/ John C. Osterman                        President, Chief Operating
- --------------------                        Officer, Treasurer (Chief
John C. Osterman                            Financial Officer), Member
                                            of the Executive Committee
                                            and Director
                                            March 29, 2005

/s/ Kent H. Cooney                          Director, Member of the
- -------------------                         Audit Committee
Kent H. Cooney                              March 29, 2005

/s/ William T. Divane, Jr.                  Director, Member of the
- --------------------------                  the Audit Committee
William T. Divane                           March 29, 2005

/s/ John R. Madden                          Director, Member of the
- ------------------                          Executive Committee and
John R. Madden                              Member of the Audit Committee
                                            March 29, 2005

/s/ Walter W. Morrissey                     Director, Member of Executive
- -----------------------                     Committee
Walter W. Morrissey                         March 29, 2005

/s/ Michael J. Bourg                        Controller (Principal Accounting
- -----------------------                     Officer)
Michael J. Bourg                            March 29, 2005

                                       15

<PAGE>

                           CHICAGO RIVET & MACHINE CO.

                        CONSOLIDATED FINANCIAL STATEMENTS

      The consolidated financial statements, together with the notes thereto and
the report thereon of PricewaterhouseCoopers LLP dated March 21, 2005, appearing
on pages 5 to 11 of the accompanying 2004 Annual Report, and the section
entitled "Quarterly Financial Data (Unaudited)" appearing on page 12 of the
accompanying 2004 Annual Report are incorporated herein by reference. With the
exception of the aforementioned information and the information incorporated in
Items 1, 5, 6 and 8 herein, the 2004 Annual Report is not to be deemed filed as
part of this Form 10-K Annual Report.

Consolidated Financial Statements from 2004 Annual Report (Exhibit 13 hereto):

Consolidated Balance Sheets (page 5 of 2004 Annual Report)

Consolidated Statements of Income (page 6 of 2004 Annual Report)

Consolidated Statements of Retained Earnings (page 6 of 2004 Annual Report)

Consolidated Statements of Cash Flows (page 7 of 2004 Annual Report)

Notes to Consolidated Financial Statements (pages 8, 9, and 10 of 2004 Annual
Report)

Report of Independent Registered Public Accounting Firm (page 11 of 2004 Annual
Report)

Quarterly Financial Data (Unaudited) (page 12 of 2004 Annual Report)

                                       16

<PAGE>

                          FINANCIAL STATEMENT SCHEDULE

                               2004, 2003 AND 2002

      The following financial statement schedule should be read in conjunction
with the consolidated financial statements and the notes thereto in the 2004
Annual Report. Financial statement schedules not included herein have been
omitted because they are not applicable or the required information is shown in
the consolidated financial statements or notes thereto.

<TABLE>
<CAPTION>
                                                                   Page
                                                                   ----
<S>                                                                <C>
Financial Statement Schedule:

Valuation and Qualifying Accounts (Schedule II)                     18

Report of Independent Registered Public Accounting Firm
  on Financial Statement Schedule                                   19
</TABLE>

                                       17

<PAGE>

                           CHICAGO RIVET & MACHINE CO.
                 SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
              FOR THE YEARS ENDED DECEMBER 31, 2004, 2003 AND 2002

<TABLE>
<CAPTION>
                                      Balance at            Additions                          Balance at
                                      Beginning            Charged to                             End
     Classification                    of Year              Expenses           Deductions(1)    of Year
- ------------------------              ----------           ----------          ------------    ----------
<S>                                   <C>                  <C>                 <C>             <C>
2004
Allowance for doubtful
accounts, returns
and allowances                        $  220,000           $   24,670          $    114,670    $  130,000

2003
Allowance for doubtful
accounts, returns
and allowances                        $  240,000           $   10,174          $     30,174    $  220,000

2002
Allowance for doubtful
accounts, returns
and allowances                        $  240,000           $    7,067          $      7,067    $  240,000
</TABLE>

(1)   Accounts receivable written off, net of recoveries.

                                       18

<PAGE>

           Report of Independent Registered Public Accounting Firm on
                          Financial Statement Schedule

To the Board of Directors
of Chicago Rivet & Machine Co.

Our audits of the consolidated financial statements referred to in our report
dated March 21, 2005 appearing in the 2004 Annual Report to Shareholders of
Chicago Rivet & Machine Co. (which report and consolidated financial statements
are incorporated by reference in this Annual Report on Form 10-K) also included
an audit of the Financial Statement Schedule listed in Item 15(a)(2) of this
Form 10-K. In our opinion, this Financial Statement Schedule presents fairly, in
all material respects, the information set forth therein when read in
conjunction with the related consolidated financial statements.

PricewaterhouseCoopers LLP

Chicago, Illinois
March 21, 2005

                                       19

<PAGE>

                           CHICAGO RIVET & MACHINE CO.

                                    EXHIBITS

                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>
Exhibit
Number                                                                            Page
- -------                                                                         --------
<S>                                                                             <C>
3.1     Articles of Incorporation and Charter.
        Incorporated by reference to Company's
        report on Form 10, dated March 30, 1935.

3.2     Certified copy of articles of Amendment to
        Articles of Incorporation, dated November 4,
        1959.  Incorporated by reference to Company's
        report on Form 8-A, dated April 30, 1965.

3.3     Amendment of Articles of Incorporation
        creating a class of 500,000 shares of no
        par value preferred stock.  Incorporated by
        reference to Company's report on Form 10-K,
        dated April 30, 1972.

3.4     Amended and Restated By-Laws, as amended
        February 16, 2004. Incorporated by reference to the Company's
        report on Form 10-K, dated March 29, 2004.

3.5     Articles of Incorporation, as amended by the amendment to the
        Articles of Incorporation, dated August 18, 1997. Incorporated
        by reference to the Company's report on Form 10-K, dated March
        27, 1998.

4.1     Rights Agreement, dated November 22, 1999,
        between the Company and First Chicago Trust Company
        of New York as Rights Agent. Incorporated
        by reference to the Company's report on
        Form 10-K, dated March 29, 2000.

13*     Annual Report to Shareholders for the year
        ended December 31, 2004.                                                22 - 38

14      Code of Ethics for Principal Executive and Senior
        Financial Officers                                                      39 - 40

21      Subsidiaries of the Registrant.                                              41

31.1    Certification of CEO Pursuant to Rule 13a-14(a)
        or 15d-14(a) as Adopted Pursuant to Section 302 of
        the Sarbanes-Oxley Act of 2002.                                              42

31.2    Certification of CFO Pursuant to Rule 13a-14(a)
        or 15d-14(a) as Adopted Pursuant to Section 302 of
        the Sarbanes-Oxley Act of 2002.                                              43
</TABLE>

                                       20

<PAGE>

<TABLE>
<S>                                                                             <C>
32.1    Certification of CEO Pursuant to 18 U.S.C. Section 1350,
        as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
        Act of 2002.                                                            44

32.2    Certification of CFO Pursuant to 18 U.S.C. Section 1350,
        as Adopted Pursuant to Section 906 of the Sarbanes-Oxley
        Act of 2002.                                                            45
</TABLE>

* Only the portions of this exhibit which are specifically incorporated herein
by reference shall be deemed to be filed herewith.

                                       21
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-13
<SEQUENCE>2
<FILENAME>c93305exv13.txt
<DESCRIPTION>ANNUAL REPORT TO SHAREHOLDERS
<TEXT>
<PAGE>

                                                                      EXHIBIT 13

                              [CHICAGO RIVET LOGO]
                          Chicago Rivet & Machine Co.
                               2004 Annual Report
<PAGE>
                                                                               .
                                                                               .
                                                                               .

[CHICAGO RIVET LETTERHEAD]
- --------------------------------------------------------------------------------

HIGHLIGHTS

<Table>
<Caption>
- ------------------------------------------------------------------------------------------
                                                    2004           2003           2002
- ------------------------------------------------------------------------------------------
<S>                                              <C>            <C>            <C>
NET SALES AND LEASE REVENUE....................  $39,232,866    $38,190,908    $43,012,766
NET INCOME.....................................    1,523,434        817,527      2,604,075
NET INCOME PER SHARE...........................         1.58            .85           2.69
DIVIDENDS PER SHARE............................          .72            .97            .87
NET CASH PROVIDED BY OPERATING ACTIVITIES......    2,320,060      3,810,415      4,008,006
EXPENDITURES FOR PROPERTY, PLANT AND
  EQUIPMENT....................................    1,359,582        641,715        886,009
WORKING CAPITAL................................   15,222,262     14,020,185     12,874,182
TOTAL SHAREHOLDERS' EQUITY.....................   24,817,303     23,989,484     24,109,105
COMMON SHARES OUTSTANDING AT YEAR-END..........      966,132        966,132        966,132
SHAREHOLDERS' EQUITY PER COMMON SHARE..........        25.69          24.83          24.95
</Table>

ANNUAL MEETING

The annual meeting of shareholders
will be held on May 10, 2005 at 10:00 a.m. at
901 Frontenac Road
Naperville, Illinois

Chicago Rivet & Machine Co. - 901 Frontenac Road - P.O. Box 3061 - Naperville,
Illinois 60566 - Telephone: (630) 357-8500
- --------------------------------------------------------------------------------
<PAGE>

MANAGEMENT'S REPORT
ON FINANCIAL CONDITION AND RESULTS OF OPERATIONS            [CHIGAGO RIVET LOGO]
- --------------------------------------------------------------------------------

TO OUR SHAREHOLDERS:

RESULTS OF OPERATIONS

    Overall, results for 2004 show considerable improvement compared with the
results posted for 2003. Revenues within the fastener segment improved
significantly. However, only a portion of the increase was due to higher unit
volume. The largest portion of the revenue increase reflects recovery of higher
raw material costs. Our success within the fastener segment was tempered by
continuing weakness in demand for products within the assembly equipment
segment, where revenues declined compared to the prior year.

2004 COMPARED TO 2003

    Within the fastener segment, revenues increased by 4.7%, or nearly $1.5
million. Approximately $1.0 million of this increase represents the recovery of
higher material costs related to the increase in the price of steel wire and rod
which are our primary raw materials. The balance of the increase is primarily
due to an increase in units shipped. Increases in the price of raw materials
consumed in production amounted to $1,195,000. This was partially offset by an
increase of $205,000 in scrap recovery and purchase discounts. In addition,
perishable tooling expense increased $244,000 due to expenses related to the
initial production of a number of new parts, while wage and fringe benefit costs
increased $122,000. These higher costs were partially offset by a $317,000
reduction in outside material processing costs, due to a change in product mix,
and by savings of $193,000 realized by handling the majority of our routine
maintenance internally, rather than outsourcing as had been the practice. The
net effect of these changes contributed to a $693,000 improvement in gross
margin for this segment compared with 2003.

    Revenues within the assembly equipment segment declined 5.7%, or $412,000,
compared to the prior year. This change was due to lower unit volumes which
reflected lower demand for the product in this segment. Despite the reduction in
volume, gross margins improved by $138,000 compared with 2003. Factors
contributing to this improvement included: savings of $355,000 in wage and
related benefit costs arising from reductions in the workforce undertaken in the
fourth quarter of 2003; a reduction of $51,000 in material costs, primarily due
to reduced volumes; and a reduction in depreciation expense of $45,000 as more
equipment became fully depreciated.

    Selling and administrative expenses declined 3.6%, or $228,000, in 2004
compared with 2003. The largest single factor contributing to this change was a
successful appeal of the Michigan single business tax paid in four prior years.
The amount of this refund was $330,000. Reductions in headcount contributed to a
net reduction of $127,000 in salary and fringe benefit expense. These savings
were partially offset by an increase of $120,000 in profit sharing expense
related to the increase in pre-tax income.

2003 COMPARED TO 2002

    Reduced revenues were the dominant factor contributing to reduced margins
within the fastener segment during 2003. Fastener segment revenues declined
abruptly late in the first quarter and remained weak for the balance of the
year. For the year 2003, fastener segment revenues declined 11.3% compared to
2002, totaling a disappointing $31,024,036. Reductions in North American
production of domestic automobiles and trucks contributed to the weakness in our
business as did continuing competitive pressures which contributed to the loss
of some business, as we were unable to meet the price concessions demanded by
certain customers. In addition, some high margin parts were lost in connection
with design changes that accompanied the new model year. Reductions in
manufacturing staff failed to keep pace with the decline in business activity.
Given the lower operating volumes in 2003, compared to 2002, labor costs were
disproportionately higher by $317,000. In addition to labor, related taxes and
fringe benefit costs, including employees' health insurance, were also
disproportionately higher than in 2002 by approximately $420,000. Higher tooling
expenses incurred in connection with the initial production of a variety of new
parts caused tooling expenditures to be approximately $294,000 higher than would
have been expected, given the reduction in operating levels.

    Within the assembly equipment segment, revenues declined 10.6% compared to
2002. As was the case in the fastener segment, lower volumes contributed to
significantly reduced operating efficiencies that were manifested in labor and
benefit costs which were disproportionately higher than the prior year by
approximately $184,000. Other factors impacting margins within this segment were
increases in the cost of raw materials of approximately $94,000, offset in part
by a $55,000 decrease in depreciation expense due to some equipment becoming
fully depreciated.

    Selling and administrative expenses for 2003 were 5.6% below those for 2002.
A $302,000 reduction in profit sharing expense was the largest single factor
contributing to the decrease in this expense category, followed by reductions of
$145,000 in bonus expense, and $96,000 in commission expense due to lower sales
in the current year. These reductions were partially offset by a $74,000 expense
related to an early retirement program and an increase of $33,000 in the cost of
employee health insurance.

    Net interest income increased by approximately $45,000 during 2003,
primarily as a result of lower interest expense related to lower balances on a
note payable, which was paid in full in December.

- --------------------------------------------------------------------------------

                                                                               1
<PAGE>
MANAGEMENT'S REPORT
(Continued)
- --------------------------------------------------------------------------------

DIVIDENDS

    In determining to pay dividends, the Board considers current profitability,
the outlook for longer-term profitability, known and potential cash requirements
and the overall financial condition of the Company. The Company paid four
regular quarterly dividends of $.18 per share during 2004. On February 21, 2005,
your Board of Directors declared a regular quarterly dividend of $.18 per share,
payable March 18, 2005 to shareholders of record on March 4, 2005. This
continues the uninterrupted record of consecutive quarterly dividends paid by
the Company to its shareholders that extends over 71 years. At that same
meeting, the Board also declared an extra dividend of $.15 per share to be paid
April 20, 2005 to shareholders of record on April 5, 2005.

PROPERTY, PLANT AND EQUIPMENT

    Capital investments totaled $1.4 million during 2004. Capital expenditures
were concentrated within the fastener segment, where investment totaled $1.3
million. Of this total, $1.1 million was invested to purchase cold-heading
machinery and related equipment used in the manufacture of fasteners. The
remainder of the expenditures within the fastener segment was for various
building improvements, additional waste treatment equipment required to meet
environmental requirements and material handling equipment. The balance of the
Company's 2004 capital expenditures covered a variety of smaller items,
including computers and other office equipment.

    During 2003, capital expenditures amounted to $641,715, of which $535,268
was invested within the fastener segment, $89,379 was invested within the
assembly equipment segment and the remainder was expended for building
improvements that cannot be allocated between segments. Within the fastener
segment, approximately $317,000 was invested in a new solvent-based parts
cleaning system. Other expenditures were approximately $92,000 for vehicles,
including $68,000 for a new delivery truck; $32,000 for in-line wire drawing
equipment; some $21,000 for equipment related to quality control; with the
balance expended for smaller tools and equipment and building improvements.
Within the assembly equipment segment, approximately $86,000 was expended for
the purchase of new equipment related to the manufacture of perishable tooling
that is sold to customers. The balance was expended for building improvements
and office equipment.

    Investments in machinery and equipment totaled $886,009 in 2002. The
majority of this investment was related to the fastener segment of our
operations. Approximately $567,000 was invested in new equipment directly
related to the manufacture of fasteners, with an additional $123,000 expended
for equipment related to quality control and finishing operations for the
fastener segment. The balance was expended for a variety of items, including
material handling, data processing and other equipment.

    Depreciation expense amounted to $1,757,962 in 2004, $1,861,600 in 2003, and
$1,915,726 in 2002.

LIQUIDITY AND CAPITAL RESOURCES

    The Company's working capital increased approximately $1.2 million between
December 31, 2003 and December 31, 2004. The Company's holdings in cash, cash
equivalents and certificates of deposit amounted to nearly $6.3 million at the
end of 2004. This is an increase of $.3 million compared with the prior
year-end. Inventories increased by just over $1.0 million, reflecting both
higher material prices and an increase in quantities on hand. Accounts
receivable increased approximately $.3 million compared with the prior year-end,
reflecting higher shipments during the latter portion of 2004 compared with the
same period in 2003. Accruals for profit sharing contributions increased $.1
million compared to the prior year, due to increased income, and other accrued
expenses increased $.2 million primarily due to an increase in income taxes
payable. The Company has a $1.0 million line of credit, which expires May 31,
2005. This line of credit remains unused.

OFF-BALANCE SHEET ARRANGEMENTS

    The Company has not entered into, and has no current plans to enter into,
any off-balance sheet financing arrangements.

    The following table presents a summary of the Company's contractual
obligations as of December 31, 2004:

<Table>
<Caption>
                                     PAYMENTS DUE BY PERIOD
                       --------------------------------------------------
                                    LESS                           MORE
CONTRACTUAL                         THAN      1 - 3     4 - 5      THAN
OBLIGATION              TOTAL      1 YEAR     YEARS     YEARS    5 YEARS
- -----------            --------   --------   --------   ------   --------
<S>                    <C>        <C>        <C>        <C>      <C>
Long-term Debt.......  $     --   $     --   $     --   $   --   $     --
Capital Lease
 Obligations.........        --         --         --       --         --
Operating Leases.....     9,164      9,164         --       --         --
Purchase
 Obligations.........   254,770    133,428    117,950    3,392         --
                       --------   --------   --------   ------   --------
Total................  $263,934   $142,592   $117,950   $3,392   $     --
                       ========   ========   ========   ======   ========
</Table>

    Management believes that current cash, cash equivalents, operating cash flow
and available line of credit will be sufficient to provide adequate working
capital for the foreseeable future.

- --------------------------------------------------------------------------------

 2
<PAGE>
MANAGEMENT'S REPORT
(Continued)                                                 [CHIGAGO RIVET LOGO]
- --------------------------------------------------------------------------------

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

    As of December 31, 2004, the Company did not have any outstanding debt. The
Company did not use any derivative financial instruments during 2004.

APPLICATION OF CRITICAL ACCOUNTING POLICIES

    The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the reported amounts of assets and liabilities at the
date of the financial statements and the amounts of revenue and expenses during
the reporting period. During interim periods, the Company uses estimated gross
profit rates to determine the cost of goods sold for a small portion of its
operations. Actual results can vary from these estimates, and these estimates
are adjusted, as necessary, when actual information is available. The effect of
these estimates is described in Note 11 of the financial statements.

    A summary of critical accounting policies can be found in Note 1 of the
financial statements.

NEW ACCOUNTING STANDARDS

    The Company's financial statements and financial condition were not, and are
not expected to be, materially impacted by new, or proposed, accounting
standards.

INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

    The firm of PricewaterhouseCoopers LLP served as the Company's independent
registered public accounting firm for the year ended December 31, 2004.

    On February 28, 2005, the Company was notified by PricewaterhouseCoopers
LLP, the Company's independent registered public accounting firm, that
PricewaterhouseCoopers LLP declined to stand for re-election as the Company's
independent registered public accounting firm for the year ending December 31,
2005. PricewaterhouseCoopers LLP agreed, however, to continue to serve as the
Company's independent registered public accounting firm until completion of its
procedures on the financial statements of the Company for the year ended
December 31, 2004. On March 21, 2005, PricewaterhouseCoopers LLP completed its
procedures on the financial statements of the Company for the year ended
December 31, 2004, and PricewaterhouseCoopers LLP ceased serving as the
Company's independent registered public accounting firm.

    On March 23, 2005, the Audit Committee engaged Grant Thornton LLP to serve
as the Company's independent registered public accounting firm for the year
ending December 31, 2005.

    The reports of PricewaterhouseCoopers LLP on the Company's financial
statements for the years ended December 31, 2004 and 2003 did not contain an
adverse opinion or a disclaimer of opinion and were not qualified or modified as
to uncertainty, audit scope or accounting principle. During the years ended
December 31, 2004 and 2003 and through March 21, 2005, there have been no
disagreements with PricewaterhouseCoopers LLP on any matter of accounting
principles or practices, financial statement disclosure, or auditing scope or
procedure, which disagreements, if not resolved to the satisfaction of
PricewaterhouseCoopers LLP, would have caused PricewaterhouseCoopers LLP to make
reference thereto in its report on the Company's financial statements for such
years. During the years ended December 31, 2004 and 2003 and through March 21,
2005, there have been no "reportable events" (as defined in SEC Regulation S-K
Item 304(a)(1)(v)).

    Between January 1, 2003 and the engagement of Grant Thornton LLP on March
23, 2005, neither the Company nor anyone acting on behalf of the Company
consulted with Grant Thornton LLP regarding either (i) the application of
accounting principles to a specified completed or contemplated transaction or
the type of audit opinion that might be rendered on the Company's financial
statements; as such, no written or oral advice was provided or (ii) any matter
that was either the subject of a disagreement with PricewaterhouseCoopers LLP or
a "reportable event."

OUTLOOK FOR 2005

    Conditions within our markets remain unsettled. While the manufacturing
segment of the economy has shown improvement overall, activity within the
automotive sector, which is our major market, has not improved significantly.
Published reports indicate that the "Big Three" domestic automobile
manufacturers, which directly or indirectly represent our primary market,
experienced a decline of nearly 4% in production during 2004. Although we do not
anticipate a significant improvement in that market in 2005, we will continue to
pursue opportunities within that market. In addition, we will continue pursuing
opportunities that exist related to the North American operations of
foreign-owned automobile manufacturers. We believe the size of the market
warrants continued efforts to bolster our participation in this market.

    Activity within the assembly equipment segment continues to be a cause for
concern. Demand for our products remains at very low levels, and we have seen
little to suggest meaningful improvement in the near term. To the contrary,

- --------------------------------------------------------------------------------

                                                                               3
<PAGE>
MANAGEMENT'S REPORT
(Continued)
- --------------------------------------------------------------------------------

activity within the markets we serve is increasingly subject to foreign
competition either from foreign-owned companies exporting finished products to
the U.S., or indirectly as U.S. based companies outsource their assembly
operations to countries with lower manufacturing costs. This trend obviously
also has adverse consequences for the fastener segment as well.

    The factors described above contribute to excess capacity within our
industry, which has the effect of limiting our ability to negotiate price
relief. We have had some success recovering higher raw material prices through
the implementation of raw material surcharges and, over the past few months, raw
material prices have stabilized. However, we have no assurance that this is
anything more than a temporary situation. Any increase in global demand could
easily lead to another round of material cost increases and could lead to
availability constraints as well. As a result, we anticipate that margins will
remain under pressure for the foreseeable future.

    In addition to the operating challenges identified above, we anticipate
incurring significant additional costs in connection with the requirements of
the Sarbanes-Oxley Act of 2002 and related SEC rules. Assuring compliance with
these new requirements will entail a significant investment of management
resources as well as significant monetary expenditures to document and review
existing internal controls. Once the documentation phase is completed, there
will be ongoing costs in the form of internal and external testing of these
controls to assure continued compliance, and there will likely be an associated
increase in the costs of the independent audit process.

    We will continue to exploit opportunities to reduce costs in all areas.
While we have successfully implemented cost savings measures in the past, and
will continue to do so, the incremental savings from future cost reduction
initiatives will be more difficult to realize. Our best opportunity to improve
bottom line performance rests with our ability to improve top line performance,
and we plan to increase our efforts in that regard in the months ahead.

    We recognize that the Company's success depends upon many factors. We
express our appreciation for the loyalty of our customers, our shareholders and
for the dedicated and diligent efforts of our employees who continue to meet the
challenges that we face daily. These are critical elements of our success--both
past and future.

                                     Respectfully,

<Table>
  <S>                                         <C>

      /s/ J. A. MORRISSEY                         /s/ JOHN C. OSTERMAN
       John A. Morrissey                            John C. Osterman
            Chairman                                   President
</Table>

March 21, 2005

FORWARD-LOOKING STATEMENTS

     This discussion contains certain "forward-looking statements" which are
inherently subject to risks and uncertainties that may cause actual events to
differ materially from those discussed herein. Factors which may cause such
differences in events include, among other things, our ability to maintain our
relationships with our significant customers; increased global competition;
increases in the prices of, or limitations on the availability of, our primary
raw materials; or a downturn in the automotive industry, upon which we rely for
sales revenue, and which is cyclical and dependent on, among other things,
consumer spending, international economic conditions and regulations and
policies regarding international trade. Many of these factors are beyond our
ability to control or predict. Readers are cautioned not to place undue reliance
on these forward-looking statements. We undertake no obligation to publish
revised forward-looking statements to reflect events or circumstances after the
date hereof or to reflect the occurrence of unanticipated events.

- --------------------------------------------------------------------------------

 4
<PAGE>

                                                            [CHICAGO RIVET LOGO]
- --------------------------------------------------------------------------------
CONSOLIDATED BALANCE SHEETS

<Table>
<Caption>

- -----------------------------------------------------------------------------------------------
December 31                                                        2004                2003
- -----------------------------------------------------------------------------------------------
<S>                                                             <C>                 <C>
                           ASSETS
Current Assets
  Cash and Cash Equivalents.................................    $ 5,464,368         $ 5,530,099
  Certificates of Deposit...................................        805,000             455,000
  Accounts Receivable--Less allowances of $130,000 and
     $220,000, respectively.................................      4,867,615           4,549,168
  Inventories...............................................      6,242,470           5,233,788
  Deferred Income Taxes.....................................        554,191             602,191
  Other Current Assets......................................        219,497             218,560
                                                                -----------         -----------
  Total Current Assets......................................     18,153,141          16,588,806
Net Property, Plant and Equipment...........................     11,146,316          11,549,574
                                                                -----------         -----------
Total Assets................................................    $29,299,457         $28,138,380
                                                                ===========         ===========


            LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities
  Accounts Payable..........................................    $ 1,367,221         $ 1,310,044
  Accrued Wages and Salaries................................        706,701             754,394
  Contributions Due Profit Sharing Plan.....................        252,312             133,243
  Other Accrued Expenses....................................        604,645             370,940
                                                                -----------         -----------
  Total Current Liabilities.................................      2,930,879           2,568,621
Deferred Income Taxes.......................................      1,551,275           1,580,275
                                                                -----------         -----------
  Total Liabilities.........................................      4,482,154           4,148,896
                                                                -----------         -----------
Commitments and Contingencies (Note 12)
Shareholders' Equity
  Preferred Stock, No Par Value, 500,000 Shares Authorized:
     None Outstanding.......................................             --                  --
  Common Stock, $1.00 Par Value, 4,000,000 Shares
     Authorized: 1,138,096 Shares Issued....................      1,138,096           1,138,096
  Additional Paid-in Capital................................        447,134             447,134
  Retained Earnings.........................................     27,154,171          26,326,352
  Treasury Stock, 171,964 Shares at cost....................     (3,922,098)         (3,922,098)
                                                                -----------         -----------
  Total Shareholders' Equity................................     24,817,303          23,989,484
                                                                -----------         -----------
Total Liabilities and Shareholders' Equity..................    $29,299,457         $28,138,380
                                                                ===========         ===========
</Table>

       THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE CONSOLIDATED FINANCIAL
STATEMENTS.

- --------------------------------------------------------------------------------
                                                                               5
<PAGE>
[CHICAGO RIVET LOGO]
- --------------------------------------------------------------------------------

CONSOLIDATED STATEMENTS OF INCOME

<Table>
<Caption>

- -----------------------------------------------------------------------------------------------
For the Years Ended December 31                          2004           2003           2002
- -----------------------------------------------------------------------------------------------
<S>                                                   <C>            <C>            <C>
Net Sales and Lease Revenue.......................    $39,232,866    $38,190,908    $43,012,766
Cost of Goods Sold and Costs Related to Lease
  Revenue.........................................     30,954,797     30,744,104     32,427,203
                                                      -----------    -----------    -----------
Gross Profit......................................      8,278,069      7,446,804     10,585,563
Selling and Administrative Expenses...............      6,041,045      6,269,050      6,644,262
                                                      -----------    -----------    -----------
Operating Income..................................      2,237,024      1,177,754      3,941,301
Other Income, net.................................         78,410         64,773         19,774
                                                      -----------    -----------    -----------
Income Before Income Taxes........................      2,315,434      1,242,527      3,961,075
Provision for Income Taxes........................        792,000        425,000      1,357,000
                                                      -----------    -----------    -----------
Net Income........................................    $ 1,523,434    $   817,527    $ 2,604,075
                                                      ===========    ===========    ===========
Net Income Per Share..............................    $      1.58    $       .85    $      2.69
                                                      ===========    ===========    ===========
</Table>

CONSOLIDATED STATEMENTS OF RETAINED EARNINGS

<Table>
<Caption>

- -----------------------------------------------------------------------------------------------
For the Years Ended December 31                          2004           2003           2002
- -----------------------------------------------------------------------------------------------
<S>                                                   <C>            <C>            <C>
Retained Earnings at Beginning of Year............    $26,326,352    $26,445,973    $24,682,816
Net Income........................................      1,523,434        817,527      2,604,075
Cash Dividends Paid, $.72 Per Share in 2004, $.97
  Per Share in 2003 and $.87 Per Share in 2002....       (695,615)      (937,148)      (840,918)
                                                      -----------    -----------    -----------
Retained Earnings at End of Year..................    $27,154,171    $26,326,352    $26,445,973
                                                      ===========    ===========    ===========
</Table>

       THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE CONSOLIDATED FINANCIAL
STATEMENTS.

- --------------------------------------------------------------------------------
 6
<PAGE>
                                                            [CHIGAGO RIVET LOGO]
- --------------------------------------------------------------------------------

CONSOLIDATED STATEMENTS OF CASH FLOWS

<Table>
<Caption>

- ---------------------------------------------------------------------------------------------------
For the Years Ended December 31                              2004           2003           2002
- ---------------------------------------------------------------------------------------------------
<S>                                                       <C>            <C>            <C>
Cash Flows from Operating Activities:
Net Income............................................    $ 1,523,434    $   817,527    $ 2,604,075
Adjustments to Reconcile Net Income to Net Cash
  Provided by Operating Activities:
  Depreciation and Amortization.......................      1,757,962      1,861,600      1,915,726
  Net (Gain) Loss on the Sale of Properties...........          2,148        (11,405)       (30,559)
  Deferred Income Taxes...............................         19,000         12,000        144,000
  Changes in Operating Assets and Liabilities:
    Accounts Receivable, net..........................       (318,447)       445,529       (999,549)
    Inventories.......................................     (1,008,682)       856,153        (39,273)
    Other Current Assets..............................           (937)        59,423         57,607
    Accounts Payable..................................         40,501        188,849        191,561
    Accrued Wages and Salaries........................        (47,693)       (41,526)        44,338
    Accrued Profit Sharing Plan Contributions.........        119,069       (302,299)       140,556
    Other Accrued Expenses............................        233,705        (75,436)       (20,476)
                                                          -----------    -----------    -----------
         Net Cash Provided by Operating Activities....      2,320,060      3,810,415      4,008,006
                                                          -----------    -----------    -----------
Cash Flows from Investing Activities:
  Capital Expenditures................................     (1,342,906)      (641,715)      (886,009)
  Proceeds from the Sale of Properties................          2,730         24,144         37,179
  Proceeds from Held-to-Maturity Securities...........        665,000      3,207,733      3,007,882
  Purchases of Held-to-Maturity Securities............     (1,015,000)      (505,000)    (5,987,733)
                                                          -----------    -----------    -----------
       Net Cash (Used in) Provided by Investing
         Activities...................................     (1,690,176)     2,085,162     (3,828,681)
                                                          -----------    -----------    -----------
Cash Flows from Financing Activities:
  Payments under Term Loan Agreement..................             --     (1,632,760)    (1,800,000)
  Purchase of Treasury Stock..........................             --             --        (26,976)
  Cash Dividends Paid.................................       (695,615)      (937,148)      (840,918)
                                                          -----------    -----------    -----------
       Net Cash Used in Financing Activities..........       (695,615)    (2,569,908)    (2,667,894)
                                                          -----------    -----------    -----------
Net (Decrease) Increase in Cash and Cash
  Equivalents.........................................        (65,731)     3,325,669     (2,488,569)
Cash and Cash Equivalents:
  Beginning of Year...................................      5,530,099      2,204,430      4,692,999
                                                          -----------    -----------    -----------
  End of Year.........................................    $ 5,464,368    $ 5,530,099    $ 2,204,430
                                                          ===========    ===========    ===========
Cash Paid During the Year for:
  Income Taxes........................................    $   573,307    $   508,213    $ 1,247,000
  Interest............................................    $        --    $    20,633    $    79,708
Supplemental Schedule of Non-cash Investing
  Activities:
  Capital Expenditures in Accounts Payable............    $    16,676    $        --    $        --
</Table>

       THE ACCOMPANYING NOTES ARE AN INTEGRAL PART OF THE CONSOLIDATED FINANCIAL
STATEMENTS.

- --------------------------------------------------------------------------------
                                                                               7
<PAGE>

(CHIGAGO RIVET LOGO)
- --------------------------------------------------------------------------------
NOTES TO CONSOLIDATED
FINANCIAL STATEMENTS

1--NATURE OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES

NATURE OF BUSINESS--The Company operates in the fastener industry and is in the
business of producing and selling rivets, cold-formed fasteners, screw machine
products, automatic rivet setting machines, parts and tools for such machines,
and the leasing of automatic rivet setting machines.

A SUMMARY OF THE COMPANY'S SIGNIFICANT ACCOUNTING POLICIES FOLLOWS:

PRINCIPLES OF CONSOLIDATION--The consolidated financial statements include the
accounts of Chicago Rivet & Machine Co. and its wholly-owned subsidiary, H & L
Tool Company, Inc. (H & L Tool). All significant intercompany accounts and
transactions have been eliminated.

REVENUE RECOGNITION--Revenues from product sales are recognized upon shipment
and an allowance is provided for estimated returns and discounts based on
experience in accordance with Staff Accounting Bulletin No. 104, "Revenue
Recognition in Financial Statements." Cash received by the Company prior to
shipment is recorded as deferred revenue. The Company experiences a certain
degree of sales returns that varies over time. In accordance with Statement of
Financial Accounting Standards No. 48 ("SFAS 48"), "Revenue Recognition When
Right of Return Exists," the Company is able to make a reasonable estimation of
expected sales returns based upon history and as contemplated by the
requirements of SFAS 48. The Company records all shipping and handling fees
billed to customers as revenue, and related costs as cost of sales, when
incurred, in accordance with EITF 00-10, "Accounting for Shipping and Handling
Fees and Costs."

LEASE INCOME--Automatic rivet setting machines are available to customers on
either a sale or lease basis. The leases are generally for a quarterly or
one-year term, are cancelable at the option of the Company or the customer and
are accounted for under the operating method, which recognizes lease revenue
over the term of the lease. Rentals are billed in advance, and revenues
attributable to future periods are included in unearned revenue in the
consolidated balance sheets. Costs related to lease revenue, other than the cost
of the machines, are expensed as incurred.

CREDIT RISK--The Company extends credit on the basis of terms that are customary
within our markets to various companies doing business primarily in the
automotive industry. The Company has a concentration of credit risk primarily
within the automotive industry and in the Midwestern United States. The Company
has established an allowance for accounts that may become uncollectible in the
future. This estimated allowance is based primarily on management's evaluation
of the financial condition of the customer and historical experience. The
Company monitors its accounts receivable and charges to expense an amount equal
to its estimate of potential credit losses. The Company considers a number of
factors in determining its estimates, including the length of time its trade
accounts receivable are past due, the Company's previous loss history and the
customer's current ability to pay its obligation. Accounts receivable balances
are charged off against the allowance when it is determined that the receivable
will not be recovered.

CASH AND CASH EQUIVALENTS--The Company considers all highly liquid investments
with a maturity of three months or less when purchased to be cash equivalents.

FAIR VALUE OF FINANCIAL INSTRUMENTS--The carrying amounts reported in the
consolidated balance sheets for cash and cash equivalents and certificates of
deposit approximate fair value.

INVENTORIES--Inventories are stated at the lower of cost or net realizable
value, cost being determined by the first-in, first-out method.

PROPERTY, PLANT AND EQUIPMENT--Properties are stated at cost and are depreciated
over their estimated useful lives using the straight-line method for financial
reporting purposes. Accelerated methods of depreciation are used for income tax
purposes. Direct costs related to developing or obtaining software for internal
use are capitalized as property and equipment. Capitalized software costs are
amortized over the software's useful life when the software is ready for its
intended use. The estimated useful lives by asset category are:

Asset category                                             Estimated useful life
- ------------------------------------------------------------

<Table>
<S>                                          <C>
Land improvements...........................    15 to 25 years
Buildings and improvements..................    10 to 35 years
Machinery and equipment.....................     7 to 15 years
Automatic rivet setting machines on lease...          10 years
Capitalized software costs..................      3 to 5 years
Other equipment.............................     3 to 15 years
</Table>

The Company reviews the carrying value of property, plant and equipment for
impairment whenever events and circumstances indicate that the carrying value of
an asset may not be recoverable from the estimated future cash flows expected to
result from its use and eventual disposition. In cases where undiscounted
expected future cash flows are less than the carrying value, an impairment loss
is recognized equal to an amount by which the carrying value exceeds the fair
value of assets.

When properties are retired or sold, the related cost and accumulated
depreciation are removed from the respective accounts, and any gain or loss on
disposition is recognized currently. Maintenance, repairs and minor betterments
that do not improve the related asset or extend its useful life are charged to
operations as incurred.

INCOME TAXES--Deferred income taxes are determined under the asset and liability
method in accordance with Statement of Financial Accounting Standards No. 109,
"Accounting for Income Taxes." Deferred income taxes arise from temporary
differences between the income tax basis of assets and liabilities and their
reported amounts in the financial statements.

SEGMENT INFORMATION--The Company reports segment information in accordance with
Statement of Financial Accounting Standards No. 131 ("FAS 131"), "Disclosures
about Segments of an Enterprise and Related Information." FAS 131 requires that
segments be

- --------------------------------------------------------------------------------
 8
<PAGE>

                                                            (CHIGAGO RIVET LOGO)
- --------------------------------------------------------------------------------

based on the internal structure and reporting of the Company's operations.

NET INCOME PER SHARE--Net income per share of common stock is based on the
weighted average number of shares outstanding of 966,132 in both 2004 and 2003,
and 966,537 in 2002.

ESTIMATES--The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates and
assumptions that affect the amounts reported in the financial statements and the
accompanying notes. Actual results could differ from those estimates.

RECLASSIFICATIONS--Certain items in 2003 and 2002 have been reclassified to
conform to the presentation in 2004. These changes have no effect on the results
of operations or financial position of the Company.

2--BALANCE SHEET DETAILS

<Table>
<Caption>
                                      2004            2003
                                  ------------    ------------
<S>                               <C>             <C>
Inventories:
  Raw materials.................  $ 1,693,341     $ 1,109,463
  Work in process...............    2,136,996       1,760,990
  Finished goods................    2,412,133       2,363,335
                                  -----------     -----------
                                  $ 6,242,470     $ 5,233,788
                                  ===========     ===========
Net Property, Plant and
  Equipment:
  Land and improvements.........  $ 1,015,635     $ 1,015,635
  Buildings and improvements....    5,823,984       5,779,993
  Production equipment, leased
    machines and other..........   29,272,638      28,201,191
                                  -----------     -----------
                                   36,112,257      34,996,819
  Accumulated depreciation......   24,965,941      23,447,245
                                  -----------     -----------
                                  $11,146,316     $11,549,574
                                  ===========     ===========
Other Accrued Expenses:
  Property taxes................  $   117,668     $   112,794
  Unearned revenue and customer
    deposits....................      113,678         120,893
  All other items...............      373,299         137,253
                                  -----------     -----------
                                  $   604,645     $   370,940
                                  ===========     ===========
</Table>

3--LEASED MACHINES--Lease revenue amounted to $107,976 in 2004, $160,312 in 2003
and $198,869 in 2002. Future minimum rentals on leases beyond one year are not
significant. The cost and carrying value of leased automatic rivet setting
machines at December 31 were:

<Table>
<Caption>
                                          2004         2003
                                        ---------    ---------
<S>                                     <C>          <C>
Cost..................................  $264,231     $343,833
Accumulated depreciation..............   246,589      331,933
                                        --------     --------
Carrying value........................  $ 17,642     $ 11,900
                                        ========     ========
</Table>

4--INCOME TAXES--The provision for income tax expense consists of the following:

<Table>
<Caption>
                              2004         2003         2002
                           ----------   ----------   -----------
<S>                        <C>          <C>          <C>
Current:
  Federal................  $  766,000   $  408,000   $ 1,203,000
  State..................       7,000        5,000        10,000
Deferred.................      19,000       12,000       144,000
                           ----------   ----------   -----------
                           $  792,000   $  425,000   $ 1,357,000
                           ==========   ==========   ===========
</Table>

The deferred tax liabilities and assets consist of the following:

<Table>
<Caption>
                                      2004            2003
                                  ------------    ------------
<S>                               <C>             <C>
Depreciation....................  $(1,560,071)    $(1,592,820)
                                  -----------     -----------
Inventory.......................      288,775         338,281
Accrued vacation................      163,478         171,491
Allowance for doubtful
  accounts......................       45,300          76,800
Other, net......................       65,434          28,164
                                  -----------     -----------
                                      562,987         614,736
                                  -----------     -----------
                                  $  (997,084)    $  (978,084)
                                  ===========     ===========
</Table>

The following is a reconciliation of the statutory federal income tax rate to
the actual effective tax rate:

<Table>
<Caption>
                                      2004              2003               2002
                                 ---------------   ---------------   -----------------
                                  AMOUNT     %      Amount     %       Amount      %
                                 ---------------   ---------------   -----------------
<S>                              <C>        <C>    <C>        <C>    <C>          <C>
Expected tax at U.S. Statutory
 rate..........................  $787,000   34.0   $422,000   34.0   $1,347,000   34.0
State taxes, net of federal
 benefit.......................     5,000     .2      3,000     .2        7,000     .2
Other, net.....................        --     --         --     --        3,000     .1
                                 --------   ----   --------   ----   ----------   ----
Income tax expense.............  $792,000   34.2   $425,000   34.2   $1,357,000   34.3
                                 ========   ====   ========   ====   ==========   ====
</Table>

5--NOTE PAYABLE--The Company has a $1 million line of credit, which expires May
31, 2005, and remained unused at December 31, 2004.

6--TREASURY STOCK TRANSACTIONS--In 2002, the Company purchased 1,000 shares of
its common stock for $26,976. These shares are being held in treasury. During
2004 and 2003, no shares were purchased.

7--SHAREHOLDER RIGHTS AGREEMENT--On November 22, 1999, the Company adopted a
shareholder rights agreement and declared a dividend distribution of one right
for each outstanding share of Company common stock to shareholders of record at
the close of business on December 3, 1999. Each right entitles the holder, upon
occurrence of certain events, to buy one one-hundredth of a share of Series A
Junior Participating Preferred Stock at a price of $90, subject to adjustment.
The rights may only become exercisable under certain circumstances involving
acquisition of the Company's common stock, including the purchase of 10 percent
or more by any person or group. The rights will expire on December 2, 2009
unless they are extended, redeemed or exchanged.

8--PROFIT SHARING PLAN--The Company has a noncontributory profit sharing plan
covering substantially all employees. Total expenses relating to the profit
sharing plan amounted to approximately $252,000 in 2004, $133,000 in 2003 and
$435,000 in 2002.

9--OTHER INCOME, NET--consists of the following:

<Table>
<Caption>
                                 2004       2003       2002
                                -------   --------   --------
<S>                             <C>       <C>        <C>
Interest income...............  $64,488   $ 72,087   $ 83,770
Interest expense..............       --    (22,847)   (79,556)
Other.........................   13,922     15,533     15,560
                                -------   --------   --------
                                $78,410   $ 64,773   $ 19,774
                                =======   ========   ========
</Table>

10--SEGMENT INFORMATION--The Company operates, primarily in the United States,
in two business segments as determined by its products. The fastener segment,
which comprises H & L Tool and the parent company's fastener operations,
includes rivets, cold-formed fasteners and screw machine products. The assembly
equipment segment includes automatic rivet setting machines, parts and tools

- --------------------------------------------------------------------------------
                                                                               9
<PAGE>

(CHIGAGO RIVET LOGO)
- --------------------------------------------------------------------------------

for such machines and the leasing of automatic rivet setting machines.
Information by segment is as follows:

<Table>
<Caption>
                                                 ASSEMBLY
                                   FASTENER     EQUIPMENT      OTHER      CONSOLIDATED
                                  -----------   ----------   ----------   ------------
<S>                               <C>           <C>          <C>          <C>
YEAR ENDED DECEMBER 31, 2004:
Net sales and lease revenue.....  $32,477,800   $6,755,066   $       --   $39,232,866
Depreciation....................    1,513,978     112,868       131,116     1,757,962
Segment profit..................    2,884,308   1,648,034            --     4,532,342
Selling and administrative
 expenses.......................                              2,281,396     2,281,396
Interest expense................                                     --            --
Interest income.................                                (64,488)      (64,488)
                                                                          ------------
Income before income taxes......                                            2,315,434
                                                                          ------------
Capital expenditures............    1,332,122      19,774         7,686     1,359,582
Segment assets:
 Accounts receivable............    4,318,921     548,694            --     4,867,615
 Inventory......................    4,313,907   1,928,563            --     6,242,470
 Property, plant and
   equipment....................    8,912,268   1,355,437       878,611    11,146,316
 Other assets...................           --          --     7,043,056     7,043,056
                                                                          ------------
                                                                           29,299,457
                                                                          ------------
Year Ended December 31, 2003:
Net sales and lease revenue.....  $31,024,036   $7,166,872   $       --   $38,190,908
Depreciation....................    1,490,592     161,200       209,808     1,861,600
Segment profit..................    2,084,889   1,482,888            --     3,567,777
Selling and administrative
 expenses.......................                              2,374,490     2,374,490
Interest expense................                                 22,847        22,847
Interest income.................                                (72,087)      (72,087)
                                                                          ------------
Income before income taxes......                                            1,242,527
                                                                          ------------
Capital expenditures............      535,268      89,379        17,068       641,715
Segment assets:
 Accounts receivable............    3,836,968     712,200            --     4,549,168
 Inventory......................    3,191,132   2,042,656            --     5,233,788
 Property, plant and
   equipment....................    9,099,003   1,448,530     1,002,041    11,549,574
 Other assets...................           --          --     6,805,850     6,805,850
                                                                          ------------
                                                                           28,138,380
                                                                          ------------
Year Ended December 31, 2002:
Net sales and lease revenue.....  $34,991,758   $8,021,008   $       --   $43,012,766
Depreciation....................    1,474,228     217,665       223,833     1,915,726
Segment profit..................    4,499,657   2,325,353            --     6,825,010
Selling and administrative
 expenses.......................                              2,868,149     2,868,149
Interest expense................                                 79,556        79,556
Interest income.................                                (83,770)      (83,770)
                                                                          ------------
Income before income taxes......                                            3,961,075
                                                                          ------------
Capital expenditures............      790,261      13,446        82,302       886,009
Segment assets:
 Accounts receivable............    4,115,988     878,709            --     4,994,697
 Inventory......................    3,874,804   2,215,137            --     6,089,941
 Property, plant and
   equipment....................   10,054,327   1,530,960     1,196,911    12,782,198
 Other assets...................           --          --     6,221,337     6,221,337
                                                                          ------------
                                                                           30,088,173
                                                                          ------------
</Table>

The Company does not allocate certain selling and administrative expenses for
internal reporting, thus, no allocation was made for these expenses for segment
disclosure purposes. Segment assets reported internally are limited to accounts
receivable, inventory and long-lived assets. Long-lived assets of one plant
location are allocated between the two segments based on estimated plant
utilization, as this plant serves both fastener and assembly equipment
activities. Other assets are not allocated to segments internally and to do so
would be impracticable. Sales to two customers in the fastener segment accounted
for 13, 13 and 18 percent and 22, 21 and 17 percent of consolidated revenues
during 2004, 2003 and 2002, respectively.

11--OTHER UNUSUAL ITEMS OF INCOME AND EXPENSE--During interim periods, the
Company uses estimated gross profit rates to determine the cost of goods sold
for a portion of its operations. Actual results can vary from these estimates,
and these estimates are adjusted, as necessary, when actual information is
available. Fourth quarter net income includes the net favorable effect of
certain adjustments related to inventory and certain accruals of $.01 per share
for 2002. There was no fourth quarter adjustment in 2004 and 2003.

12--COMMITMENTS AND CONTINGENCIES--The Company recorded rent expense aggregating
approximately $44,000, $40,000 and $41,000 for 2004, 2003 and 2002,
respectively. Total future minimum rentals at December 31, 2004 are not
significant.

The Company is, from time to time involved in litigation, including
environmental claims, in the normal course of business. While it is not possible
at this time to establish the ultimate amount of liability with respect to
contingent liabilities, including those related to legal proceedings, management
is of the opinion that the aggregate amount of any such liabilities, for which
provision has not been made, will not have a material adverse effect on the
Company's financial position.

- --------------------------------------------------------------------------------
 10
<PAGE>

                                                            [CHIGAGO RIVET LOGO]
- --------------------------------------------------------------------------------

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of
Chicago Rivet & Machine Co.

    In our opinion, the accompanying consolidated balance sheets and the related
consolidated statements of income, retained earnings and cash flows present
fairly, in all material respects, the financial position of Chicago Rivet &
Machine Co. and its subsidiary at December 31, 2004 and 2003, and the results of
their operations and their cash flows for each of the three years in the period
ended December 31, 2004 in conformity with accounting principles generally
accepted in the United States of America. These financial statements are the
responsibility of the Company's management. Our responsibility is to express an
opinion on these financial statements based on our audits. We conducted our
audits of these statements in accordance with the standards of the Public
Company Accounting Oversight Board (United States). Those standards require that
we plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statements, assessing the accounting principles used and
significant estimates made by management, and evaluating the overall financial
statement presentation. We believe that our audits provide a reasonable basis
for our opinion.

/s/ PricewaterhouseCoopers LLP

Chicago, Illinois
March 21, 2005

SELECTED FINANCIAL DATA

<Table>
<Caption>
- -------------------------------------------------------------------------------------------------------------------------------
                                                           2004           2003           2002           2001           2000
- -------------------------------------------------------------------------------------------------------------------------------
<S>                                                     <C>            <C>            <C>            <C>            <C>
Net Sales and Lease Revenue                             $39,232,866    $38,190,908    $43,012,766    $40,443,010    $45,423,263
- -------------------------------------------------------------------------------------------------------------------------------
Income Before Income Taxes                                2,315,434      1,242,527      3,961,075      2,691,270      3,986,161
- -------------------------------------------------------------------------------------------------------------------------------
Net Income                                                1,523,434        817,527      2,604,075      1,792,270      2,656,161
- -------------------------------------------------------------------------------------------------------------------------------
Net Income Per Share                                           1.58            .85           2.69           1.85           2.60
- -------------------------------------------------------------------------------------------------------------------------------
Dividends Per Share                                             .72            .97            .87            .97           1.07
- -------------------------------------------------------------------------------------------------------------------------------
Average Common Shares Outstanding                           966,132        966,132        966,537        967,132      1,022,627
- -------------------------------------------------------------------------------------------------------------------------------
Working Capital                                          15,222,262     14,020,185     12,874,182     11,616,424     12,001,291
- -------------------------------------------------------------------------------------------------------------------------------
Total Debt                                                       --             --      1,632,760      3,432,760      5,232,760
- -------------------------------------------------------------------------------------------------------------------------------
Total Assets                                             29,299,457     28,138,380     30,088,173     29,678,013     31,157,119
- -------------------------------------------------------------------------------------------------------------------------------
Shareholders' Equity                                     24,817,303     23,989,484     24,109,105     22,372,924     21,518,773
- -------------------------------------------------------------------------------------------------------------------------------
</Table>

- --------------------------------------------------------------------------------
                                                                              11
<PAGE>

[CHIGAGO RIVET LOGO]
- --------------------------------------------------------------------------------
QUARTERLY FINANCIAL DATA (UNAUDITED)

<Table>
<Caption>
                           1ST           2ND          3RD           4TH
                         QUARTER       QUARTER      QUARTER       QUARTER
                       -----------   -----------   ----------   -----------
<S>                    <C>           <C>           <C>          <C>
2004
Net Sales and Lease
 Revenue.............  $10,168,964   $10,237,556   $9,324,695   $ 9,501,651
Gross Profit.........    2,022,406     2,230,568    2,154,471     1,870,624
Net Income...........      290,988       386,276      601,615       244,555
Per Share Data:
 Net Income Per
   Share.............          .30           .40          .62           .26
 Average Common
   Shares
   Outstanding.......      966,132       966,132      966,132       966,132

2003
Net Sales and Lease
 Revenue.............  $10,236,463   $10,005,944   $8,831,742   $ 9,116,759
Gross Profit.........    2,385,529     1,929,633    1,539,172     1,592,470
Net Income...........      465,241       221,621        5,431       125,234
Per Share Data:
 Net Income Per
   Share.............          .48           .23          .01           .13
 Average Common
   Shares
   Outstanding.......      966,132       966,132      966,132       966,132

2002
Net Sales and Lease
 Revenue.............  $10,452,326   $12,437,856   $9,832,012   $10,290,572
Gross Profit.........    2,575,805     3,116,223    2,280,903     2,612,632
Net Income...........      625,116       902,589      435,015       641,355
Per Share Data:
 Net Income Per
   Share.............          .65           .93          .45           .66
 Average Common
   Shares
   Outstanding.......      967,132       966,768      966,132       966,132
</Table>

INFORMATION ON COMPANY'S COMMON STOCK

The Company's common stock is traded on the American Stock Exchange. The ticker
symbol is: CVR.

At December 31, 2004, there were approximately 290 shareholders of record.

The transfer agent and registrar for the Company's common stock is:

EquiServe Trust Company, N.A.
P.O. Box 43069
Providence, RI 02940-3069

The following table shows the dividends declared and the quarterly high and low
prices of the common stock for the last two years.

<Table>
<Caption>


                        Dividends
                         Declared                  Market Range
                       ----------------------------------------------------
Quarter                2004    2003          2004                2003
- ---------------------  ----    ----    ----------------    ----------------
<S>                    <C>     <C>     <C>       <C>       <C>       <C>
First................  $.18    $.43*   $31.70    $27.10    $25.50    $22.80
Second...............   .18     .18    $29.98    $27.45    $26.26    $24.10
Third................   .18     .18    $27.50    $25.25    $29.99    $26.30
Fourth...............   .18     .18    $27.61    $25.84    $28.24    $25.00
</Table>

- ---------------
* Includes an extra dividend of $.25 per share.

- --------------------------------------------------------------------------------
 12
<PAGE>

                                                      [CHIGAGO RIVET LETTERHEAD]
- --------------------------------------------------------------------------------

BOARD OF DIRECTORS

EDWARD L. CHOTT(a)(c)(n)
Chairman of the Board and
Chief Executive Officer of
The Broaster Co.
Beloit, Wisconsin

KENT H. COONEY(a)
Chief Financial Officer of
Heldon Bay Limited Partnership
Bigfork, Montana

NIRENDU DHAR
General Manager of
H & L Tool Company, Inc.

WILLIAM T. DIVANE, JR.(a)(c)(n)
Chairman of the Board and
Chief Executive Officer of
Divane Bros. Electric Co.
Franklin Park, Illinois

GEORGE P. LYNCH(c)
Attorney at Law
George Patrick Lynch, Ltd.
Lisle, Illinois

JOHN R. MADDEN(a)(c)(e)(n)
Chairman of the Board of
First National Bank
of La Grange
La Grange, Illinois

JOHN A. MORRISSEY(e)
Chairman of the Board
of the Company
President and Director of
Algonquin State Bank
Algonquin, Illinois

WALTER W. MORRISSEY(e)
Attorney at Law
Morrissey & Robinson
Oakbrook Terrace, Illinois

JOHN C. OSTERMAN(e)
President of the Company

CORPORATE OFFICERS

JOHN A. MORRISSEY
Chairman, Chief
Executive Officer

JOHN C. OSTERMAN
President, Chief Operating
Officer and Treasurer

NIRENDU DHAR
General Manager of
H & L Tool Company, Inc.

DONALD P. LONG
Vice President-Sales

KIMBERLY A. KIRHOFER
Secretary

MICHAEL J. BOURG
Corporate Controller

CHICAGO RIVET & MACHINE CO.

ADMINISTRATIVE & SALES OFFICES
Naperville, Illinois
Norwell, Massachusetts

MANUFACTURING FACILITIES
Albia Division
Albia, Iowa

Jefferson Division
Jefferson, Iowa

Tyrone Division
Tyrone, Pennsylvania

H & L Tool Company, Inc.
Madison Heights, Michigan

WEB SITE
www.chicagorivet.com

(a) Member of Audit Committee
(c) Member of Compensation Committee
(e) Member of Executive Committee
(n) Member of Nominating Committee

Chicago Rivet & Machine Co. - 901 Frontenac Road - P.O. Box 3061 - Naperville,
Illinois 60566 - Telephone: (630) 357-8500

- --------------------------------------------------------------------------------
<PAGE>

                      [CHICAGO RIVET GRAPHIC & LETTERHEAD]

- --------------------------------------------------------------------------------
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-14
<SEQUENCE>3
<FILENAME>c93305exv14.txt
<DESCRIPTION>CODE OF ETHICS
<TEXT>
<PAGE>

EXHIBIT 14

                                 CODE OF ETHICS
                     FOR CHIEF EXECUTIVE AND SENIOR OFFICERS

The Company is committed to conducting our business in accordance with
applicable laws, rules and regulations and the highest standards of business
conduct, and to full and accurate financial disclosure in compliance with
applicable law. This Code of Ethics, applicable to the Company's Chief Executive
Officer, Chief Operating Officer, Chief Financial Officer and Controller (or
persons performing similar functions) (together, "Senior Officers"), sets forth
specific policies to guide you in the performance of your duties.

As a Senior Officer, you must not only comply with applicable law. You also must
engage in and promote honest and ethical conduct and abide by the Code of
Business Conduct and other Company policies and procedures that govern the
conduct of our business. Your leadership responsibilities include creating a
culture of ethical business conduct and commitment to compliance, maintaining a
work environment that encourages employees to raise concerns, and promptly
addressing employee compliance concerns.

COMPLIANCE WITH LAWS, RULES AND REGULATIONS

You are required to comply with the laws, rules and regulations that govern the
conduct of our business and to report any suspected violations in accordance
with the section below entitled "Compliance With Code Of Ethics."

CONFLICTS OF INTEREST

Your obligation to conduct the Company's business in an honest and ethical
manner includes the ethical handling of actual or apparent conflicts of interest
between personal and professional relationships. No Senior Officer shall make
any investment, accept any position or benefits, participate in any transaction
or business arrangement or otherwise act in a manner that creates or appears to
create a conflict of interest unless the Senior Officer makes full disclosure of
all facts and circumstances to, and obtains the prior written approval of, the
Audit Committee of the Board of Directors.

DISCLOSURES

It is Company policy to make full, fair, accurate, timely and understandable
disclosure in compliance with all applicable laws and regulations in all reports
and documents that the Company files with, or submits to, the Securities and
Exchange Commission and in all other public communications made by the Company.
As a Senior Officer, you are required to promote compliance with this policy and
to abide by Company standards, policies and procedures designed to promote
compliance with this policy.

COMPLIANCE WITH CODE OF ETHICS

If you know of or suspect a violation of applicable laws, rules or regulations
or this Code of Ethics, you must immediately report that information to any
member of the Audit Committee of the Board of Directors. No one will be subject
to retaliation because of a good faith report of a suspected violation.

Violations of this Code of Ethics may result in disciplinary action, up to and
including discharge. The Audit Committee of the Board of Directors shall
determine, or shall designate appropriate persons to determine, appropriate
action in response to violations of this Code.

                                       39

<PAGE>

WAIVERS OF CODE OF ETHICS

If you would like to seek a waiver of the Code of Ethics you must make full
disclosure of your particular circumstances to the Audit Committee of the Board
of Directors. Amendments to and waivers of this Code of Ethics will be publicly
disclosed as required by applicable law and regulations.

NO RIGHTS CREATED

This Code of Ethics is a statement of certain fundamental principles, policies
and procedures that govern the Company's Senior Officers in the conduct of the
Company's business. It is not intended to and does not create any rights in any
employee, customer/client, supplier, competitor, shareholder or any other person
or entity.

                                       40

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-21
<SEQUENCE>4
<FILENAME>c93305exv21.txt
<DESCRIPTION>SUBSIDIARIES OF THE REGISTRANT
<TEXT>
<PAGE>

                                   EXHIBIT 21

                           CHICAGO RIVET & MACHINE CO.

                         SUBSIDIARIES OF THE REGISTRANT

      The Company's only subsidiary is H & L Tool Company, Inc., which is
wholly-owned and is organized in the State of Illinois.

                                       41
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.1
<SEQUENCE>5
<FILENAME>c93305exv31w1.txt
<DESCRIPTION>CERTIFICATION OF THE CEO
<TEXT>
<PAGE>

EXHIBIT 31.1

      I, John A. Morrissey, certify that:

1.    I have reviewed this annual report on Form 10-K of Chicago Rivet & Machine
      Co.;

2.    Based on my knowledge, this report does not contain any untrue statement
      of a material fact or omit to state a material fact necessary to make the
      statements made, in light of the circumstances under which such statements
      were made, not misleading with respect to the period covered by this
      report;

3.    Based on my knowledge, the financial statements, and other financial
      information included in this report, fairly present in all material
      respects the financial condition, results of operations and cash flows of
      the registrant as of, and for, the periods presented in this report;

4.    The registrant's other certifying officer(s) and I are responsible for
      establishing and maintaining disclosure controls and procedures (as
      defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant
      and have:

      a)    Designed such disclosure controls and procedures, or caused such
            disclosure controls and procedures to be designed under our
            supervision, to ensure that material information relating to the
            registrant, including its consolidated subsidiaries, is made known
            to us by others within those entities, particularly during the
            period in which this report is being prepared;

      b)    Evaluated the effectiveness of the registrant's disclosure controls
            and procedures and presented in this report our conclusions about
            the effectiveness of the disclosure controls and procedures, as of
            the end of the period covered by this report based on such
            evaluation; and

      c)    Disclosed in this report any change in the registrant's internal
            control over financial reporting that occurred during the
            registrant's most recent fiscal quarter (the registrant's fourth
            fiscal quarter in the case of an annual report) that has materially
            affected, or is reasonably likely to materially affect, the
            registrant's internal control over financial reporting; and

5.    The registrant's other certifying officer(s) and I have disclosed, based
      on our most recent evaluation of internal control over financial
      reporting, to the registrant's auditors and the audit committee of the
      registrant's board of directors (or persons performing the equivalent
      functions):

      a)    All significant deficiencies and material weaknesses in the design
            or operation of internal control over financial reporting which are
            reasonably likely to adversely affect the registrant's ability to
            record, process, summarize and report financial information; and

      b)    Any fraud, whether or not material, that involves management or
            other employees who have a significant role in the registrant's
            internal control over financial reporting.

Date: March 29, 2005                /s/ John A. Morrissey
                                    -----------------------
                                    John A. Morrissey
                                    Chief Executive Officer

                                       42

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-31.2
<SEQUENCE>6
<FILENAME>c93305exv31w2.txt
<DESCRIPTION>CERTIFICATION OF THE CFO
<TEXT>
<PAGE>

EXHIBIT 31.2

      I, John C. Osterman, certify that:

1.    I have reviewed this annual report on Form 10-K of Chicago Rivet & Machine
      Co.;

2.    Based on my knowledge, this report does not contain any untrue statement
      of a material fact or omit to state a material fact necessary to make the
      statements made, in light of the circumstances under which such statements
      were made, not misleading with respect to the period covered by this
      report;

3.    Based on my knowledge, the financial statements, and other financial
      information included in this report, fairly present in all material
      respects the financial condition, results of operations and cash flows of
      the registrant as of, and for, the periods presented in this report;

4.    The registrant's other certifying officer(s) and I are responsible for
      establishing and maintaining disclosure controls and procedures (as
      defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant
      and have:

      a)    Designed such disclosure controls and procedures, or caused such
            disclosure controls and procedures to be designed under our
            supervision, to ensure that material information relating to the
            registrant, including its consolidated subsidiaries, is made known
            to us by others within those entities, particularly during the
            period in which this report is being prepared;

      b)    Evaluated the effectiveness of the registrant's disclosure controls
            and procedures and presented in this report our conclusions about
            the effectiveness of the disclosure controls and procedures, as of
            the end of the period covered by this report based on such
            evaluation; and

      c)    Disclosed in this report any change in the registrant's internal
            control over financial reporting that occurred during the
            registrant's most recent fiscal quarter (the registrant's fourth
            fiscal quarter in the case of an annual report) that has materially
            affected, or is reasonably likely to materially affect, the
            registrant's internal control over financial reporting; and

5.    The registrant's other certifying officer(s) and I have disclosed, based
      on our most recent evaluation of internal control over financial
      reporting, to the registrant's auditors and the audit committee of the
      registrant's board of directors (or persons performing the equivalent
      functions):

      a)    All significant deficiencies and material weaknesses in the design
            or operation of internal control over financial reporting which are
            reasonably likely to adversely affect the registrant's ability to
            record, process, summarize and report financial information; and

      b)    Any fraud, whether or not material, that involves management or
            other employees who have a significant role in the registrant's
            internal control over financial reporting.

Date: March 29, 2005                /s/ John C. Osterman
                                    ------------------------
                                    John C. Osterman
                                    Chief Financial Officer

                                       43
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32.1
<SEQUENCE>7
<FILENAME>c93305exv32w1.txt
<DESCRIPTION>CERTIFICATION OF THE CEO
<TEXT>
<PAGE>

                                  EXHIBIT 32.1

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report on Form 10-K of Chicago Rivet & Machine Co.
(the "Company") for the period ended December 31, 2004 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, John A.
Morrissey, as Chief Executive Officer of the Company, hereby certify, pursuant
to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002, that, to the best of my knowledge:

      (1) The Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934; and

      (2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations of the
Company.

/s/ John A. Morrissey
- ------------------------------
Name: John A. Morrissey
Title: Chief Executive Officer
Date:  March 29, 2005

                                       44

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-32.2
<SEQUENCE>8
<FILENAME>c93305exv32w2.txt
<DESCRIPTION>CERTIFICATION OF THE CFO
<TEXT>
<PAGE>

                                  EXHIBIT 32.2

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350,
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report on Form 10-K of Chicago Rivet & Machine Co.
(the "Company") for the period ended December 31, 2004 as filed with the
Securities and Exchange Commission on the date hereof (the "Report"), I, John C.
Osterman, as Chief Financial Officer of the Company, hereby certify, pursuant to
18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002, that, to the best of my knowledge:

      (1) The Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934; and

      (2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations of the
Company.

/s/ John C. Osterman
- ------------------------------
Name: John C. Osterman
Title: Chief Financial Officer
Date:  March 29, 2005

                                       45
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
