<DOCUMENT>
<TYPE>10-K
<SEQUENCE>1
<FILENAME>c03597e10vk.txt
<DESCRIPTION>FORM 10-K
<TEXT>
<PAGE>

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

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

<Table>
<S>    <C>
[X]        ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                     SECURITIES EXCHANGE ACT OF 1934
            For the fiscal year ended December 31, 2005
                                OR
[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                     SECURITIES EXCHANGE ACT OF 1934
                   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 of incorporation)                                (I.R.S. Employer
                                                                  Identification Number)

     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 IF THE REGISTRANT IS A WELL-KNOWN SEASONED ISSUER,
AS DEFINED IN RULE 405 OF THE SECURITIES ACT.  YES ____               NO  X

     INDICATE BY CHECK MARK IF THE REGISTRANT IS NOT REQUIRED TO FILE REPORTS
PURSUANT TO SECTION 13 OR SECTION 15(D) OF THE
ACT.  YES ____               NO  X

     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.  X

     INDICATE BY CHECK MARK WHETHER THE REGISTRANT IS A LARGE ACCELERATED FILER,
AN ACCELERATED FILER, OR A NON-ACCELERATED FILER. SEE DEFINITION OF "ACCELERATED
FILER AND LARGE ACCELERATED FILER" IN RULE 12B-2 OF THE EXCHANGE ACT. (CHECK
ONE):

LARGE ACCELERATED FILER ____   ACCELERATED FILER ____   NON-ACCELERATED FILER  X

     INDICATE BY CHECK MARK WHETHER THE REGISTRANT IS A SHELL COMPANY (AS
DEFINED IN RULE 12B-2 OF THE ACT).  YES ____               NO  X

     THE AGGREGATE MARKET VALUE OF COMMON STOCK HELD BY NON-AFFILIATES OF THE
COMPANY AS OF JUNE 30, 2005 WAS $22,437,706.

     AS OF MARCH 27, 2006 966,132 SHARES OF THE COMPANY'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, 2005 (THE "2005 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 2006 ANNUAL MEETING OF SHAREHOLDERS ARE INCORPORATED BY REFERENCE IN
PART III OF THIS REPORT.
--------------------------------------------------------------------------------
--------------------------------------------------------------------------------
<PAGE>

                           CHICAGO RIVET & MACHINE CO.
                         PERIOD ENDING DECEMBER 31, 2005

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

1.     Business                                                               3
1A.    Risk Factors                                                           4
1B.    Unresolved Staff Comments                                              5
2.     Properties                                                             5
3.     Legal Proceedings                                                      6
4.     Submission of Matters to a Vote of Security Holders                    6

                                     Part II

5.     Market for Registrant's Common Equity, Related
       Stockholder Matters and Issuer Purchases of Equity Securities          8
6.     Selected Financial Data                                                8
7.     Management's Discussion and Analysis of Financial Condition
       and Results of Operations                                              8
7A.    Quantitative and Qualitative Disclosures About Market Risk            13
8.     Financial Statements and Supplementary Data                           13
9.     Changes in and Disagreements with Accountants on Accounting
       and Financial Disclosure                                              13
9A.    Controls and Procedures                                               14

                                    Part III

10.    Directors and Executive Officers of the Registrant                    15
11.    Executive Compensation                                                15
12.    Security Ownership of Certain Beneficial Owners and
       Management and Related Stockholder Matters                            15
13.    Certain Relationships and Related Transactions                        15
14.    Principal Accountant Fees and Services                                16

                                     Part IV

15.      Exhibits and Financial Statement Schedules                          17
</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 9 of the financial statements which appears on pages 9 and 10
of the Company's 2005 Annual Report to Shareholders. The 2005 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
price, quality and service.

     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 2005, sales to two customers exceeded 10% of the Company's
consolidated revenues. Sales to Fisher & Company accounted for approximately
24%, 22% and 21% of the Company's consolidated revenues in 2005, 2004, and 2003,
respectively. Sales to TI Group Automotive Systems Corporation accounted for
approximately 13% of the Company's consolidated revenues in 2005, 2004 and 2003.

     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.
Prices for ferrous materials eased somewhat during 2005, but prices for
non-ferrous materials continued to increase significantly during 2005.

     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, 2005, the Company employed 297 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 1A - RISK FACTORS

     Our business is subject to a number of risks and uncertainties. If any of
the events contemplated by the following risks actually occur, then our
business, financial condition or results of operations could be materially
adversely affected. Additional risks and uncertainties not currently known to us
or that we currently deem to be immaterial may also materially and adversely
affect our business, financial condition and results of operations.

WE ARE DEPENDANT ON THE DOMESTIC AUTOMOTIVE INDUSTRY.

     Demand for our products is directly related to conditions in the domestic
automotive industry, which is highly cyclical and is affected by a variety of
factors, including regulatory requirements, international trade policies, and
consumer spending and preferences. The domestic automotive industry is
characterized by significant overcapacity, fierce competition and significant
pension and healthcare liabilities, and automotive production in the United
States has declined between 1999 and 2005. Certain domestic automakers and
component suppliers, including several of our customers, are financially
distressed or may become financially distressed. Recently, our gross margins
have been negatively impacted in part due to the declines in domestic automotive
production, and we have experienced increased accounts receivable write-offs as
a result of bankruptcy filings by some of our customers. Any further decline in
the domestic automotive industry could have a material adverse effect on our
business, results of operations and financial condition.

WE FACE INTENSE COMPETITION.

     We compete with a number of other manufacturers and distributors that
produce and sell products similar to ours. Price, quality, and service are the
primary elements of competition. Our competitors include a large number of
independent domestic and international suppliers. We are not as large as a
number of these companies and do not have as many financial or other resources.
The competitive environment has also changed dramatically over the past several
years as our customers, faced with intense international competition and
pressure to reduce costs, have expanded their worldwide sourcing of components.
As a result, we have experienced competition from suppliers in other parts of
the world that enjoy economic advantages, such as lower labor costs and lower
health care costs. There can be no assurance that we will be able to compete
successfully with existing or new competitors. Increased competition could have
a material adverse effect on our business, results of operations and financial
condition.

WE RELY ON SALES TO TWO MAJOR CUSTOMERS.

     Our sales in 2005 to two customers constituted approximately 37% of our
consolidated revenues. Sales to Fisher & Company accounted for approximately
24%, 22% and 21% of the Company's consolidated revenues in 2005, 2004, and 2003,
respectively. Sales to TI Group Automotive Systems Corporation accounted for
approximately 13% of the Company's consolidated revenues in 2005, 2004 and 2003.
The loss of any significant portion of our sales to these customers could have a
material adverse effect on our business, results of operations and financial
condition.


                                        4

<PAGE>

INCREASES IN OUR RAW MATERIAL COSTS OR DIFFICULTIES WITH OUR SUPPLIERS COULD
NEGATIVELY AFFECT US.

     While we currently maintain alternative sources for raw materials, our
business is subject to the risk of price fluctuations and periodic delays in the
delivery of certain raw materials. In particular, we have been adversely
impacted by increased costs for steel, our principal raw material, which we have
been unable to wholly mitigate. Any continued fluctuation in the price or
availability of our raw materials could have a material adverse impact on our
business, results of operations and financial condition.

WE MAY BE ADVERSELY AFFECTED BY LABOR RELATIONS ISSUES.

     Although none of our employees are unionized, the domestic automakers and
many of their suppliers, including many of our customers, have unionized work
forces. Work stoppages or slow-downs experienced by automakers or their
suppliers could result in slow-downs or closures of assembly plants where our
products are included in assembled components. In the event that one or more of
our customers or their customers experiences a material labor relations issue,
our business, results of operations and financial condition could be materially
adversely affected.

WE MAY INCUR LOSSES AS A RESULT OF PRODUCTS LIABILITY, WARRANTY OR OTHER CLAIMS
THAT MAY BE BROUGHT AGAINST US.

     We face risk of exposure to warranty and product liability claims in the
event that our products fail to perform as expected or result, or are alleged to
have resulted, in bodily injury, property damage or other losses. In addition,
if any of our products are or are alleged to be defective, then we may be
required to participate in a product recall. We may also be involved from time
to time in legal proceedings and commercial or contractual disputes. Any losses
or other liabilities related to these exposures could have a material adverse
effect on our business, results of operations and financial condition.

WE COULD BE ADVERSELY IMPACTED BY ENVIRONMENTAL LAWS AND REGULATIONS.

     Our operations are subject to environmental laws and regulations.
Currently, environmental costs and liabilities with respect to our operations
are not material, but there can be no assurance that we will not be adversely
impacted by these costs and liabilities in the future either under present laws
and regulations or those that may be adopted or imposed in the future.

WE COULD BE ADVERSELY IMPACTED BY THE LOSS OF THE SERVICES OF KEY EMPLOYEES.

     Successful operations depend, in part, upon the efforts of executive
officers and other key employees. Our future success will depend, in part, upon
our ability to attract and retain qualified personnel. Loss of the services of
any of our key employees, or the inability to attract or retain employees could
have a material adverse affect upon our business, financial condition and
results of operations.

ITEM 1B - UNRESOLVED STAFF COMMENTS

     Not applicable.

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


                                        5

<PAGE>

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 2005.


                                        6
<PAGE>

                      Executive Officers of the Registrant

     The names, ages and positions of all executive officers of the Company, as
of March 24, 2006, 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>
John A. Morrissey    70   Chairman, Chief Executive Officer                         25
John C. Osterman     54   President, Chief Operating Officer and Treasurer          22
Michael J. Bourg     43   Executive Vice President and Controller                    7
Nirendu Dhar         64   General Manager, H & L Tool Company, Inc.                  5
Kimberly A. Kirhofer 47   Secretary                                                 15
</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. As previously announced, Mr. Osterman has notified the Company of his
     intention to retire, such retirement to become effective on December 31,
     2006 or such earlier date as the Company chooses a replacement President
     and Chief Operating Officer.

-    Mr. Bourg has been Controller of the Company since December 1998. He has
     been Executive Vice President since February 2006. He was Vice President -
     Finance from November 2005 until February 2006. 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.

-    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.

-    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.


                                       7

<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 February 28, 2006 there were
approximately 265 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 2005 Annual Report is incorporated herein by
reference. The 2005 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 12 of
the 2005 Annual Report is incorporated herein by reference. The 2005 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 those disclosed above under "Risk Factors" and
elsewhere in this Form 10-K. As stated elsewhere in this filing, such factors
include, among other things: conditions in the domestic automotive industry,
upon which we rely for sales revenue, the intense competition in our markets,
the concentration of our sales to two major customers, the price and
availability of raw materials, labor relations issues, losses related to product
liability, warranty and recall claims, costs relating to environmental laws and
regulations, and the loss of the services of our key employees. 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.

RESULTS OF OPERATIONS

     The past year was one of the more difficult years in the Company's history.
Although revenues within the fastener segment improved over 2004, this increase
reflects a partial recovery of higher raw material costs, rather than an
increase in


                                       8

<PAGE>

volume. In addition, changes in our product mix had a negative impact on our
bottom line. Demand within the assembly equipment segment, where we have
traditionally enjoyed higher margins, continued to be weak, and this segment
accounted for a smaller portion of revenues than in past years. Within the
fastener segment, margins were adversely impacted by an increase in the
percentage of product produced through the screw machine process - which has
traditionally generated lower margins than cold-headed parts.

     Results were also adversely impacted by higher than normal administrative
expenses related to legal matters and compliance with the Sarbanes-Oxley Act of
2002.

2005 COMPARED TO 2004

     Revenues within the fastener segment increased by nearly $1.5 million, or
4.5%, compared with the prior year. However, a change in product mix, combined
with ongoing competitive pressures within our markets, which adversely impacted
selling prices, contributed to the decline in gross margins within this segment.
Change in product mix was the primary factor causing material costs to increase
$1.3 million compared to 2004 and was also the main factor contributing to a
$757,000 increase in outside processing services. Labor and fringe benefit costs
increased approximately $350,000. Tooling costs increased by approximately
$518,000 compared to 2004, primarily due to costs related to the manufacture of
new parts used in a number of new automotive platform launches. The Company also
incurred an increase of $253,000 related to costs associated with expedited
delivery due to shortened customer lead-time requirements.

     Weak demand continued to characterize the assembly equipment segment of our
business, contributing to a decline in revenues of $944,000, or 14%, compared to
the prior year. We were able to reduce most manufacturing costs in direct
proportion to the decline in revenues. Labor and fringe benefit costs declined
by $305,000. Raw material costs were $91,000 lower than the prior year. Most
other elements of cost declined as a result of lower volumes. However, the net
effect of lower volume was a decline of $491,000 in gross margins.

     Selling and administrative expenses increased by $682,000 compared to 2004.
The single largest factor affecting comparisons between this year and last is
that during 2004, the Company received a refund of the Michigan single business
tax that amounted to $330,000. This refund was the result of a successful appeal
of the tax calculation for the prior four years. Professional fees and expenses
incurred, primarily related to compliance with the Sarbanes-Oxley Act of 2002,
increased by $359,000 during 2005. Legal fees increased approximately $140,000,
primarily due to protracted litigation that was resolved in 2005. Bad debt
expense increased $73,000, primarily in connection with the bankruptcy of
certain customers. These increases were partially offset by reductions in a
variety of other expenses; the most significant being a reduction in profit
sharing expense of $127,000 due to the decrease in profitability and lower
depreciation of office equipment of $57,000.

     During the fourth quarter of 2005, the Company realized a gain of $256,660
from proceeds received due to the demutualization of an insurance provider.

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


                                       9

<PAGE>

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 previously. 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.

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 2005. In addition, an extra
dividend of $.15 per share was paid during the second quarter of 2005, bringing
the total dividend distribution to $.87 per share. On February 20, 2006, your
Board of Directors declared a regular quarterly dividend of $.18 per share,
payable March 20, 2006 to shareholders of record on March 3, 2006. This
continues the uninterrupted record of consecutive quarterly dividends paid by
the Company to its shareholders that extends over 72 years.

PROPERTY, PLANT AND EQUIPMENT

     Total capital expenditures in 2005 were $647,162. Of the total, $460,000
was invested in building improvements, including $422,495 for new roofs at two
facilities. Fastener segment equipment additions amounted to $91,000, primarily
for equipment related to plating of parts and quality control. Assembly
equipment segment additions totaled $36,000, with approximately $32,000 expended
for equipment used to manufacture perishable tooling. The remaining additions
related primarily to computer equipment and other miscellaneous equipment
benefiting both operating segments.

     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.


                                       10

<PAGE>

     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.

     Depreciation expense amounted to $1,703,382 in 2005, $1,757,962 in 2004,
and $1,861,600 in 2003.

LIQUIDITY AND CAPITAL RESOURCES

     The Company's working capital declined approximately $382,000 between
December 31, 2004 and December 31, 2005. The Company's holdings in cash, cash
equivalents and certificates of deposit amounted to approximately $5.7 million
at the end of 2005, a decline of $.5 million compared with the prior year-end.
Inventories were reduced by nearly $.3 million, as higher than normal quantities
on hand at the start of the year were reduced. Accounts receivable increased
approximately $.5 million compared with the prior year-end, reflecting higher
shipments during the latter portion of 2005 compared with the same period in
2004. The accrual for profit sharing contribution decreased $.1 million compared
to the prior year, due to reduced profitability in 2005, while other accrued
expenses increased $.2 million primarily due to an increase in customer
deposits. The Company has a $1.0 million line of credit, which expires May 31,
2006. 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, 2005:

<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              68,802      28,868     39,934      --         --
Purchase Obligations         647,594     536,885    110,709      --         --
                            --------    --------   --------     ---        ---
Total                       $716,396    $565,753   $150,643     $--        $--
                            ========    ========   ========     ===        ===
</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, 2005, the Company did not have any outstanding debt. The
Company did not use any derivative financial instruments during 2005.


                                       11

<PAGE>

APPLICATION OF CRITICAL ACCOUNTING POLICIES

     The preparation of financial statements and related disclosures in
conformity with accounting principles generally accepted in the United States
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. 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 that they would not 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 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
ended 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 were 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 were 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 2006

     Many of the challenges that contributed to poor results in 2005 remain in
evidence as we begin 2006. Increasing revenues remains critical to a return to
profitability and continues to be a key objective. Our primary market is
dominated by the activities of the "Big Three" domestic automobile
manufacturers.


                                       12

<PAGE>

Unfortunately, according to published data, their 2005 domestic production
declined by nearly 7%, the second, successive year-to-year decline. It is too
early in the year to project what their level of operations will be for 2006. In
addition, their financial condition is such that they have announced objectives
to reduce the cost of the material that they purchase. This will likely result
in continued pressure to reduce prices we charge for our product, while
simultaneously reducing demand for domestic product as they rely more heavily on
parts produced in lower cost economies. This does not auger well for our ability
to obtain much needed recovery of higher raw material costs.

     We have made efforts to increase our sales revenues in all markets. Ongoing
initiatives to have our product approved and used in foreign nameplates produced
within the United States have met with some success and we plan to continue to
pursue opportunities in this market. Our sales efforts will continue to
emphasize value over price and will focus on more complex products used by
customers for which our experience, expertise, quality and service are important
factors in purchasing decisions.

     We anticipate that selling and administrative expenses, which have been
unusually high due to costs related to litigation and compliance with the
Sarbanes-Oxley Act of 2002, will be lower in 2006. On the other hand, it is
likely that our customers will continue to demand reductions in prices without
sacrificing quality or service. As our customers increasingly look to foreign
sources to obtain product, we will be challenged to offer a level of quality and
service that cannot be matched by offshore producers. In order to meet these
challenges, we will continue to seek out creative solutions that help improve
our operations at all levels while continuing our efforts to control operating
costs.

     We wish to thank our customers, our employees and our shareholders for
their loyalty during what has been a very difficult period for the Company. We
believe that this continued support, combined with the Company's sound financial
condition, will help us as we face the challenges and pursue the opportunities
that the new year will bring.

ITEM 7A QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

     As of December 31, 2005, the Company did not have any outstanding debt.
During 2005 the Company did not use derivative financial instruments.

ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

     See the sections entitled "Consolidated Financial Statements" and
"Financial Statement Schedule" which appear on pages 19 through 22 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
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, as reported on the Form
8-K/A filed on March 23, 2005.


                                       13

<PAGE>

     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
quarter ended December 31, 2005 that have materially affected, or are reasonably
likely to materially affect, the Company's internal control over financial
reporting.


                                       14
<PAGE>

                                    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 2006 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 pages 7 through 10 of the Company's 2006 Proxy Statement, is
incorporated herein by reference. The information with regard to 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 2006
Proxy Statement, is incorporated herein by reference. The 2006 Proxy Statement
is to be filed with the Securities and Exchange Commission in connection with
the Company's 2006 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 7 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 of ethics was filed as Exhibit 14 to the Company's Annual Report on Form
10-K dated March 29, 2005.

ITEM 11 - EXECUTIVE COMPENSATION

     The information set forth in the section entitled "Executive Compensation"
which appears on pages 11 through 14 of the Company's 2006 Proxy Statement and
the information relating to compensation of directors set forth in the second
paragraph on page 10 of the Company's 2006 Proxy Statement is incorporated
herein by reference. The 2006 Proxy Statement is to be filed with the Securities
and Exchange Commission in connection with the Company's 2006 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 pages 2 and 3 of the Company's 2006 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 2006 Proxy Statement is incorporated herein by reference. The
2006 Proxy Statement is to be filed with the Securities and Exchange Commission
in connection with the Company's 2006 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 2006 Proxy
Statement is incorporated herein by reference. The 2006 Proxy Statement is to be
filed with the Securities and Exchange Commission in connection with the
Company's 2006 Annual Meeting of Shareholders.


                                       15

<PAGE>

ITEM 14 - PRINCIPAL ACCOUNTANT FEES AND SERVICES

     The information set forth in the section entitled "Independent Registered
Public Accounting Firm" on pages 17 and 18 of the Company's 2006 Proxy Statement
is incorporated herein by reference. The 2006 Proxy Statement is to be filed
with the Securities and Exchange Commission in connection with the Company's
2006 Annual Meeting of Shareholders.


                                       16

<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 19 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 20 through 22 of this report.

          3.   Exhibits:

               See the section entitled "Exhibits" which appears on page 23 of
               this report.


                                       17

<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 Officer and
John A. Morrissey                       Member of the Executive Committee
                                        March 30, 2006


/s/ John C. Osterman                    President, Chief Operating Officer,
-------------------------------------   Treasurer (Chief Financial Officer),
John C. Osterman                        Member of the Executive Committee
                                        and Director
                                        March 30, 2006


/s/ Nirendu Dhar                        Director
-------------------------------------   March 30, 2006
Nirendu Dhar


/s/ William T. Divane, Jr.              Director, Member of the Audit Committee
-------------------------------------   March 30, 2006
William T. Divane


/s/ Walter W. Morrissey                 Director, Member of Executive Committee
-------------------------------------   March 30, 2006
Walter W. Morrissey


/s/ Michael J. Bourg                    Executive Vice President and Controller
-------------------------------------   (Principal Accounting Officer)
Michael J. Bourg                        March 30, 2006


                                       18

<PAGE>

                           CHICAGO RIVET & MACHINE CO.

                        CONSOLIDATED FINANCIAL STATEMENTS

     The consolidated financial statements, together with the notes thereto and
the reports thereon of Grant Thornton LLP dated March 23, 2006 and
PricewaterhouseCoopers LLP dated March 21, 2005, appearing on pages 5 to 11 of
the accompanying 2005 Annual Report, and the section entitled "Quarterly
Financial Data (Unaudited)" appearing on page 12 of the accompanying 2005 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 2005 Annual Report is not to be deemed filed as part of this Form
10-K Annual Report.

Consolidated Financial Statements from 2005 Annual Report (Exhibit 13 hereto):

Consolidated Balance Sheets (page 5 of 2005 Annual Report)

Consolidated Statements of Income (page 6 of 2005 Annual Report)

Consolidated Statements of Retained Earnings (page 6 of 2005 Annual Report)

Consolidated Statements of Cash Flows (page 7 of 2005 Annual Report)

Notes to Consolidated Financial Statements (pages 8, 9, and 10 of 2005 Annual
Report)

Reports of Independent Registered Public Accounting Firms (page 11 of 2005
Annual Report)

Quarterly Financial Data (Unaudited) (page 12 of 2005 Annual Report)


                                       19

<PAGE>

                          FINANCIAL STATEMENT SCHEDULE

                               2005, 2004 AND 2003

     The following financial statement schedule should be read in conjunction
with the consolidated financial statements and the notes thereto in the 2005
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)                              21

Reports of Independent Registered Public Accounting Firms
   on Financial Statement Schedule                                           22
</TABLE>


                                       20

<PAGE>

                           CHICAGO RIVET & MACHINE CO.
                 SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
              FOR THE YEARS ENDED DECEMBER 31, 2005, 2004 AND 2003

<TABLE>
<CAPTION>
                                           Balance at    Additions                   Balance at
                                            Beginning   Charged to                       End
Classification                               of Year     Expenses    Deductions(1)     of Year
--------------                             ----------   ----------   -------------   ----------
<S>                                        <C>          <C>          <C>             <C>
2005
Allowance for doubtful accounts, returns
   and allowances                           $130,000      $97,487       $ 17,487      $210,000

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
</TABLE>

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


                                       21

<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 23, 2006 appearing in the 2005 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.


Grant Thornton LLP
Chicago, Illinois
March 23, 2006

           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 2005 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 as of and for the
years ended December 31, 2004 and 2003 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


                                       22
<PAGE>

                           CHICAGO RIVET & MACHINE CO.

                                    EXHIBITS

                                INDEX TO EXHIBITS

<TABLE>
<CAPTION>
Exhibit
Number                                                                     Page
-------                                                                  -------
<S>       <C>                                                            <C>
3.1       Articles of Incorporation, as last amended August 18, 1997.
          Incorporated by reference to the Company's report on Form
          10-K, dated March 27, 1998. File number 0000-01227

3.2       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. File number 0000-01227

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. File number
          0000-01227

13*       Annual Report to Shareholders for the year ended December
          31, 2005.                                                      24 - 40

14        Code of Ethics for Principal Executive and Senior Financial
          Officers. Incorporated by reference to the Company's report
          on Form 10K, dated March 29, 2005. File number 0000-01227

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

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.


                                       23
</TEXT>
</DOCUMENT>
