<PAGE>

    As filed with the Securities and Exchange Commission on October 8, 2002.
                                                 Registration No. 333-
===============================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                          AMCAST INDUSTRIAL CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

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

              OHIO                                              31-0258080
(State or Other Jurisdiction of                              (I.R.S. Employer
Incorporation or Organization)                              Identification No.)

                          7887 WASHINGTON VILLAGE DRIVE
                               DAYTON, OHIO 45459
                                 (937) 291-7000

   (Address, including zip code, and telephone number, including area code, of
                    Registrant's principal executive office)

                          AMCAST INDUSTRIAL CORPORATION
                 NON-EMPLOYEE DIRECTORS STOCK COMPENSATION PLAN
                                       AND
                         EXECUTIVE EMPLOYMENT AGREEMENT
                      BETWEEN AMCAST INDUSTRIAL CORPORATION
                                AND BYRON O. POND
                            (Full title of the plan)

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

                              SAMUEL T. REES, ESQ.
                  VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
                          7887 WASHINGTON VILLAGE DRIVE
                               DAYTON, OHIO 45459
                                 (937) 291-7000
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

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

                         CALCULATION OF REGISTRATION FEE
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------------
                                                                               Proposed Maximum
 Title of Securities to       Amount to be      Proposed Maximum Offering     Aggregate Offering        Amount of
      be Registered        Registered(1)(2)(3)     Price per Share (4)             Price(4)          Registration Fee
-----------------------------------------------------------------------------------------------------------------------
<S>                        <C>                  <C>                           <C>                    <C>
     Common Shares,
      no par value              144,540                   $3.26                    $471,201                $44
-----------------------------------------------------------------------------------------------------------------------
</TABLE>


1) Includes 120,000 Common Shares to be offered and sold pursuant to the Amcast
Industrial Corporation Non-Employee Directors Stock Compensation Plan and an
estimated 24,540 to be issued and sold pursuant to the Executive Employment
Agreement dated February 15, 2001 between Amcast Industrial Corporation and
Byron O. Pond, as amended (the "Employment Agreement").


2) In addition, pursuant to Rule 416(a) under the Securities Act of 1933, this
registration statement also covers an indeterminate amount of Common Shares that
may be offered or sold as a result of any adjustments from stock splits, stock
dividends or similar events.

3) There are also being registered hereunder an equal number of Series A
Preferred Share Purchase Rights, which are currently attached to and
transferable only with the Common Shares registered hereunder.

4) Estimated solely for the purpose of calculating the registration fee in
accordance with Rule 457(h) and Rule 457(c) under the Securities Act of 1933,
based on the average of the high and low prices for a Common Shares reported on
the New York Stock Exchange on October 4, 2002.


<PAGE>
                                     PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents, which are on file with the Securities and
Exchange Commission (the "Commission"), are incorporated herein by reference:

           (a) The Annual Report of Amcast Industrial Corporation (the
       "Company") on Form 10-K for the year ended August 31, 2001, filed
       pursuant to Section 13(a) of the Securities Exchange Act of 1934 (the
       "Exchange Act");

           (b) The Company's Quarterly Reports on Form 10-Q for the fiscal
       quarters ended June 2, 2002, March 3, 2002 and December 2, 2001, each
       filed pursuant to Section 13(a) of the Exchange Act;

           (c) The Company's Current Reports on Form 8-K, dated June 6, 2002 and
       filed on June 11, 2002 and dated August 6, 2002 and filed September 19,
       2002, each filed pursuant to Section 13(a) of the Exchange Act;

           (d) The description of the Company's Purchase Rights contained in the
       Registration Statement on Form 8-A filed pursuant to Section 12 of the
       Exchange Age, including any amendment or report filed for the purpose of
       updating such description; and

           (e) The description of the Company's Common Shares contained in the
       Registration Statement filed pursuant to Section 12 of the Exchange Act,
       including any amendment or report filed for the purpose of updating such
       description.

       All documents subsequently filed by the Company and the Plan pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act prior to the filing of a
post-effective amendment which indicates that all securities offered hereunder
have been sold or which deregisters all securities then remaining unsold
hereunder shall be deemed to be incorporated by reference herein and to be a
part hereof from the date of filing of such documents.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         The legality of the common shares being registered on this registration
statement has been passed upon by Thompson Hine LLP.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

            Article VI of the Code of Regulations of the Company sets forth
certain rights of directors and officers of the Company to indemnification. Such
rights provide indemnification by the Company as permitted by Ohio law. The
liabilities against which a director and officer may be indemnified and factors
employed to determine whether a director and officer is entitled to
indemnification in a particular instance depend on whether the proceedings in
which the claim for indemnification arises were brought (a) other than by and in
the right of the Company ("Third Party Actions") or (b) by and in the right of
the Company ("Company Actions").




                                       2
<PAGE>

            In Third Party Actions, the Company will indemnify each director and
officer against expenses, including attorneys' fees, judgments, fines, and
amounts paid in settlement actually and reasonably incurred by him in connection
with any threatened or actual proceeding in which he may be involved by reason
of his having acted in such capacity, if he acted in good faith and in a manner
he reasonably believed to be in or not opposed to the best interests of the
Company and with respect to any matter the subject of a criminal proceeding, he
had no reasonable cause to believe that his conduct was unlawful.

            In Company Actions, the Company will indemnify each director and
officer against expenses, including attorneys' fees, actually and reasonably
incurred by him in connection with the defense or settlement of any such
proceeding if he acted in good faith and in a manner he reasonably believed to
be in or not opposed to the best interests of the Company, except that no
indemnification is permitted with respect to (i) any matter as to which such
person has been adjudged to be liable for negligence or misconduct in the
performance of his duty to the Company unless a court determines such person is
entitled to indemnification and (ii) any liability asserted in connection with
unlawful loans, dividends, distribution, distribution of assets and repurchase
of Company shares under Section 1701.95 of the Ohio Revised Code.

            Unless indemnification is ordered by a court, the determination as
to whether or not an individual has satisfied the applicable standards of
conduct (and therefore may be indemnified) is made by the Board of Directors of
the Company by a majority vote of a quorum consisting of directors of the
Company who were not parties to the action; or if such a quorum is not
obtainable, or if a quorum of disinterested directors so directs, by independent
legal counsel in a written opinion; or by the shareholders of the corporation.

            The Company maintains insurance policies which presently provide
protection, within the maximum liability limits of the policies and subject to a
deductible amount for each claim, to the Registrant under its indemnification
obligations and to the directors and officers with respect to certain matters
which are not covered by the Registrant's indemnification obligations. The
Company has entered into an indemnification agreement with each director of the
Company.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8.  EXHIBITS.

         See Index to Exhibits following signature pages.

ITEM 9.  UNDERTAKINGS.

         (a)  The undersigned registrant hereby undertakes:

              (1) To file, during any period in which offers or sales are being
made of the securities registered hereby, a post-effective amendment to this
registration statement:

                (i) To include any prospectus required by Section 10(a)(3) of
        the Securities Act of 1933;


                                       3
<PAGE>

                (ii) To reflect in the prospectus any facts or events arising
       after the effective date of the registration statement (or the most
       recent post-effective amendment thereof) which, individually or in the
       aggregate, represent a fundamental change in the information set forth in
       this registration statement;

               (iii) To include any material information with respect to the
       plan of distribution not previously disclosed in the registration
       statement or any material change to such information in the registration
       statement;

provided, however, that the undertakings set forth in paragraphs (i) and (ii)
above do not apply if the information required to be included in a
post-effective amendment by those paragraphs is contained in periodic reports
filed by the registrant with the Securities Exchange Commission or furnished to
the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act that
are incorporated by reference in this registration statement.

              (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

              (3) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

         (b) The undersigned registrant hereby further undertakes that, for
purposes of determining any liability under the Securities Act of 1933, each
filing of the registrant's annual report pursuant to Section 13(a) or Section
15(d) of the Exchange Act and, where applicable, each filing of an employee
benefit plan's annual report pursuant to Section 15(d) of the Exchange Act, that
is incorporated by reference in this registration statement shall be deemed to
be a new registration statement relating to the securities offered therein, and
the offering of such securities at that time shall be deemed to be the initial
bona fide offering thereof.

         (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.






                                       4
<PAGE>
                                   SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Dayton, State of Ohio, on October 8, 2002.

                                            AMCAST INDUSTRIAL CORPORATION



                                            By  /s/ Byron O. Pond
                                               ---------------------------
                                                 Byron O. Pond
                                                 Chairman of the Board and
                                                 Chief Executive Officer

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.
<TABLE>
<CAPTION>

SIGNATURE                                                 TITLE

<S>                                                       <C>                               <C>
 /s/ Byron O. Pond                                        Chairman of the Board and         October 8, 2002
---------------------------------------------             Chief Executive Officer
Byron O. Pond                                             (Principal Executive
                                                          Officer) and Director

 /s/ Francis J. Drew                                      Vice President, Finance           October 8, 2002
---------------------------------------------             and Chief Financial Officer
Francis J. Drew                                           (Principal Financial Officer)

 /s/ Mark D. Mishler                                      Controller (Principal             October 8, 2002
---------------------------------------------             Accounting Officer)
Mark D. Mishler


                  *                                       Director                          October 8, 2002
---------------------------------------------
Walter E. Blankley


                   *                                      Director                          October 8, 2002
---------------------------------------------
Peter H. Forster


                   *                                      Director                          October 8, 2002
---------------------------------------------
Don R. Graber


                   *                                      Director                          October 8, 2002
---------------------------------------------
Joseph R. Grewe
</TABLE>



                                       5
<PAGE>
<TABLE>
<S>                                                       <C>                               <C>


                   *                                      Director                          October 8, 2002
---------------------------------------------
Leo W. Ladehoff


                   *                                      Director                          October 8, 2002
---------------------------------------------
Bernard G. Rethore


                   *                                      Director                          October 8, 2002
---------------------------------------------
William G. Roth


                   *                                      Director                          October 8, 2002
---------------------------------------------
R. William Van Sant
</TABLE>

*   The undersigned, by signing his name hereto, does hereby execute this
    registration statement on behalf of the directors of the registrant
    indicated above by asterisks, pursuant to powers of attorney duly executed
    by such directors and incorporated by reference as an exhibit to this
    registration statement.


                                                  /s/ Byron O. Pond
                                                 ------------------------------
                                                 Byron O. Pond
                                                 Attorney-In-Fact
                                                 October 8, 2002


                                INDEX TO EXHIBITS

(4)      INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS, INCLUDING
         INDENTURES

         4.1      Articles of Incorporation, as amended, of Amcast Industrial
                  Corporation (filed as Exhibit 4.1 to Registration Statement on
                  Form S-8 (Reg. No. 333-98835) filed by Amcast Industrial
                  Corporation with the SEC on August 28, 2002 and hereby
                  incorporated by reference).

         4.2      Code of Regulations of Amcast Industrial Corporation . (filed
                  as Exhibit 4.2 to Registration Statement on Form S-8 (Reg. No.
                  333-98835) filed by Amcast Industrial Corporation with the SEC
                  on August 28, 2002 and hereby incorporated by reference).

         *4.3     Amcast Industrial Corporation Non-Employee Directors Stock
                  Compensation Plan.

         *4.4     Executive Employment Agreement dated April 8, 2002 between
                  Amcast Industrial Corporation and Byron O. Pond, as amended by
                  Amendment No. 1 to Executive Employment Agreement.







                                       6
<PAGE>

(5)      OPINION RE LEGALITY

         *5.1     Opinion of Thompson Hine LLP with respect to the legality of
                  the securities being registered.

(23)     CONSENTS OF EXPERTS AND COUNSEL

         *23.1    Consent of Ernst & Young LLP.

         *23.2    Consent of Thompson Hine LLP (contained in their opinion filed
                  as Exhibit 5.1).

(24)     POWERS OF ATTORNEY

         *24.1    Power of Attorney granted by each director whose name was
                  signed to this registration statement by power of attorney.

-----------------------
* Filed herewith.











                                       7
[{"type": "S-8", "sequence": "1", "filename": "l96158sv8.txt", "description": "FORM S-8", "secsgml_size_bytes": 19887}]
{"company-data": {"conformed-name": "AMCAST INDUSTRIAL CORP", "cik": "0000027425", "assigned-sic": "3490", "irs-number": "310258080", "state-of-incorporation": "OH", "fiscal-year-end": "0831"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-100415", "film-number": "02784081"}, "business-address": {"street1": "7887 WASHINGTON VILLAGE DR", "city": "DAYTON", "state": "OH", "zip": "45459", "phone": "9372917000"}, "mail-address": {"street1": "7887 WASHINGTON VILLAGE DRIVE", "city": "DAYTON", "state": "OH", "zip": "45459"}, "former-company": [{"former-conformed-name": "DAYTON MALLEABLE IRON CO", "date-changed": "19741216"}, {"former-conformed-name": "DAYTON MALLEABLE INC", "date-changed": "19831219"}]}
As filed with the Securities and Exchange Commission on October 8, 2002.
                                                 Registration No. 333-
===============================================================================
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 20549

                                    FORM S-8
                             REGISTRATION STATEMENT
                                      UNDER
                           THE SECURITIES ACT OF 1933

                          AMCAST INDUSTRIAL CORPORATION
             (Exact Name of Registrant as Specified in Its Charter)

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

              OHIO                                              31-0258080
(State or Other Jurisdiction of                              (I.R.S. Employer
Incorporation or Organization)                              Identification No.)

                          7887 WASHINGTON VILLAGE DRIVE
                               DAYTON, OHIO 45459
                                 (937) 291-7000

   (Address, including zip code, and telephone number, including area code, of
                    Registrant's principal executive office)

                          AMCAST INDUSTRIAL CORPORATION
                 NON-EMPLOYEE DIRECTORS STOCK COMPENSATION PLAN
                                       AND
                         EXECUTIVE EMPLOYMENT AGREEMENT
                      BETWEEN AMCAST INDUSTRIAL CORPORATION
                                AND BYRON O. POND
                            (Full title of the plan)

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

                              SAMUEL T. REES, ESQ.
                  VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
                          7887 WASHINGTON VILLAGE DRIVE
                               DAYTON, OHIO 45459
                                 (937) 291-7000
            (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

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

                         CALCULATION OF REGISTRATION FEE
-----------------------------------------------------------------------------------------------------------------------
                                                                               Proposed Maximum
 Title of Securities to       Amount to be      Proposed Maximum Offering     Aggregate Offering        Amount of
      be Registered        Registered(1)(2)(3)     Price per Share (4)             Price(4)          Registration Fee
-----------------------------------------------------------------------------------------------------------------------
Common Shares,
      no par value              144,540                   $3.26                    $471,201                $44
-----------------------------------------------------------------------------------------------------------------------
1) Includes 120,000 Common Shares to be offered and sold pursuant to the Amcast
Industrial Corporation Non-Employee Directors Stock Compensation Plan and an
estimated 24,540 to be issued and sold pursuant to the Executive Employment
Agreement dated February 15, 2001 between Amcast Industrial Corporation and
Byron O. Pond, as amended (the "Employment Agreement").

2) In addition, pursuant to Rule 416(a) under the Securities Act of 1933, this
registration statement also covers an indeterminate amount of Common Shares that
may be offered or sold as a result of any adjustments from stock splits, stock
dividends or similar events.

3) There are also being registered hereunder an equal number of Series A
Preferred Share Purchase Rights, which are currently attached to and
transferable only with the Common Shares registered hereunder.

4) Estimated solely for the purpose of calculating the registration fee in
accordance with Rule 457(h) and Rule 457(c) under the Securities Act of 1933,
based on the average of the high and low prices for a Common Shares reported on
the New York Stock Exchange on October 4, 2002.
PART II

               INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.  INCORPORATION OF DOCUMENTS BY REFERENCE.

         The following documents, which are on file with the Securities and
Exchange Commission (the "Commission"), are incorporated herein by reference:

           (a) The Annual Report of Amcast Industrial Corporation (the
       "Company") on Form 10-K for the year ended August 31, 2001, filed
       pursuant to Section 13(a) of the Securities Exchange Act of 1934 (the
       "Exchange Act");

           (b) The Company's Quarterly Reports on Form 10-Q for the fiscal
       quarters ended June 2, 2002, March 3, 2002 and December 2, 2001, each
       filed pursuant to Section 13(a) of the Exchange Act;

           (c) The Company's Current Reports on Form 8-K, dated June 6, 2002 and
       filed on June 11, 2002 and dated August 6, 2002 and filed September 19,
       2002, each filed pursuant to Section 13(a) of the Exchange Act;

           (d) The description of the Company's Purchase Rights contained in the
       Registration Statement on Form 8-A filed pursuant to Section 12 of the
       Exchange Age, including any amendment or report filed for the purpose of
       updating such description; and

           (e) The description of the Company's Common Shares contained in the
       Registration Statement filed pursuant to Section 12 of the Exchange Act,
       including any amendment or report filed for the purpose of updating such
       description.

       All documents subsequently filed by the Company and the Plan pursuant to
Sections 13(a), 13(c), 14 and 15(d) of the Exchange Act prior to the filing of a
post-effective amendment which indicates that all securities offered hereunder
have been sold or which deregisters all securities then remaining unsold
hereunder shall be deemed to be incorporated by reference herein and to be a
part hereof from the date of filing of such documents.

ITEM 4.  DESCRIPTION OF SECURITIES.

         Not applicable.

ITEM 5.  INTERESTS OF NAMED EXPERTS AND COUNSEL.

         The legality of the common shares being registered on this registration
statement has been passed upon by Thompson Hine LLP.

ITEM 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

            Article VI of the Code of Regulations of the Company sets forth
certain rights of directors and officers of the Company to indemnification. Such
rights provide indemnification by the Company as permitted by Ohio law. The
liabilities against which a director and officer may be indemnified and factors
employed to determine whether a director and officer is entitled to
indemnification in a particular instance depend on whether the proceedings in
which the claim for indemnification arises were brought (a) other than by and in
the right of the Company ("Third Party Actions") or (b) by and in the right of
the Company ("Company Actions").

                                       2
In Third Party Actions, the Company will indemnify each director and
officer against expenses, including attorneys' fees, judgments, fines, and
amounts paid in settlement actually and reasonably incurred by him in connection
with any threatened or actual proceeding in which he may be involved by reason
of his having acted in such capacity, if he acted in good faith and in a manner
he reasonably believed to be in or not opposed to the best interests of the
Company and with respect to any matter the subject of a criminal proceeding, he
had no reasonable cause to believe that his conduct was unlawful.

            In Company Actions, the Company will indemnify each director and
officer against expenses, including attorneys' fees, actually and reasonably
incurred by him in connection with the defense or settlement of any such
proceeding if he acted in good faith and in a manner he reasonably believed to
be in or not opposed to the best interests of the Company, except that no
indemnification is permitted with respect to (i) any matter as to which such
person has been adjudged to be liable for negligence or misconduct in the
performance of his duty to the Company unless a court determines such person is
entitled to indemnification and (ii) any liability asserted in connection with
unlawful loans, dividends, distribution, distribution of assets and repurchase
of Company shares under Section 1701.95 of the Ohio Revised Code.

            Unless indemnification is ordered by a court, the determination as
to whether or not an individual has satisfied the applicable standards of
conduct (and therefore may be indemnified) is made by the Board of Directors of
the Company by a majority vote of a quorum consisting of directors of the
Company who were not parties to the action; or if such a quorum is not
obtainable, or if a quorum of disinterested directors so directs, by independent
legal counsel in a written opinion; or by the shareholders of the corporation.

            The Company maintains insurance policies which presently provide
protection, within the maximum liability limits of the policies and subject to a
deductible amount for each claim, to the Registrant under its indemnification
obligations and to the directors and officers with respect to certain matters
which are not covered by the Registrant's indemnification obligations. The
Company has entered into an indemnification agreement with each director of the
Company.

ITEM 7.  EXEMPTION FROM REGISTRATION CLAIMED.

         Not applicable.

ITEM 8.  EXHIBITS.

         See Index to Exhibits following signature pages.

ITEM 9.  UNDERTAKINGS.

         (a)  The undersigned registrant hereby undertakes:

              (1) To file, during any period in which offers or sales are being
made of the securities registered hereby, a post-effective amendment to this
registration statement:

                (i) To include any prospectus required by Section 10(a)(3) of
        the Securities Act of 1933;

                                       3
(ii) To reflect in the prospectus any facts or events arising
       after the effective date of the registration statement (or the most
       recent post-effective amendment thereof) which, individually or in the
       aggregate, represent a fundamental change in the information set forth in
       this registration statement;

               (iii) To include any material information with respect to the
       plan of distribution not previously disclosed in the registration
       statement or any material change to such information in the registration
       statement;

provided, however, that the undertakings set forth in paragraphs (i) and (ii)
above do not apply if the information required to be included in a
post-effective amendment by those paragraphs is contained in periodic reports
filed by the registrant with the Securities Exchange Commission or furnished to
the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act that
are incorporated by reference in this registration statement.

              (2) That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

              (3) To remove from registration by means of a post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

         (b) The undersigned registrant hereby further undertakes that, for
purposes of determining any liability under the Securities Act of 1933, each
filing of the registrant's annual report pursuant to Section 13(a) or Section
15(d) of the Exchange Act and, where applicable, each filing of an employee
benefit plan's annual report pursuant to Section 15(d) of the Exchange Act, that
is incorporated by reference in this registration statement shall be deemed to
be a new registration statement relating to the securities offered therein, and
the offering of such securities at that time shall be deemed to be the initial
bona fide offering thereof.

         (c) Insofar as indemnification for liabilities arising under the
Securities Act of 1933 may be permitted to directors, officers and controlling
persons of the registrant pursuant to the foregoing provisions, or otherwise,
the registrant has been advised that in the opinion of the Securities and
Exchange Commission such indemnification is against public policy as expressed
in the Act and is, therefore, unenforceable. In the event that a claim for
indemnification against such liabilities (other than the payment by the
registrant of expenses incurred or paid by a director, officer or controlling
person of the registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling person in
connection with the securities being registered, the registrant will, unless in
the opinion of its counsel the matter has been settled by controlling precedent,
submit to a court of appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in the Act and will
be governed by the final adjudication of such issue.

                                       4
SIGNATURES

         Pursuant to the requirements of the Securities Act of 1933, the
Registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-8 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Dayton, State of Ohio, on October 8, 2002.

                                            AMCAST INDUSTRIAL CORPORATION

                                            By  /s/ Byron O. Pond
                                               ---------------------------
                                                 Byron O. Pond
                                                 Chairman of the Board and
                                                 Chief Executive Officer

         Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.
SIGNATURE                                                 TITLE
/s/ Byron O. Pond                                        Chairman of the Board and         October 8, 2002
---------------------------------------------             Chief Executive Officer
Byron O. Pond                                             (Principal Executive
                                                          Officer) and Director

 /s/ Francis J. Drew                                      Vice President, Finance           October 8, 2002
---------------------------------------------             and Chief Financial Officer
Francis J. Drew                                           (Principal Financial Officer)

 /s/ Mark D. Mishler                                      Controller (Principal             October 8, 2002
---------------------------------------------             Accounting Officer)
Mark D. Mishler

                  *                                       Director                          October 8, 2002
---------------------------------------------
Walter E. Blankley

                   *                                      Director                          October 8, 2002
---------------------------------------------
Peter H. Forster

                   *                                      Director                          October 8, 2002
---------------------------------------------
Don R. Graber

                   *                                      Director                          October 8, 2002
---------------------------------------------
Joseph R. Grewe
5
*                                      Director                          October 8, 2002
---------------------------------------------
Leo W. Ladehoff

                   *                                      Director                          October 8, 2002
---------------------------------------------
Bernard G. Rethore

                   *                                      Director                          October 8, 2002
---------------------------------------------
William G. Roth

                   *                                      Director                          October 8, 2002
---------------------------------------------
R. William Van Sant
*   The undersigned, by signing his name hereto, does hereby execute this
    registration statement on behalf of the directors of the registrant
    indicated above by asterisks, pursuant to powers of attorney duly executed
    by such directors and incorporated by reference as an exhibit to this
    registration statement.

                                                  /s/ Byron O. Pond
                                                 ------------------------------
                                                 Byron O. Pond
                                                 Attorney-In-Fact
                                                 October 8, 2002

                                INDEX TO EXHIBITS

(4)      INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS, INCLUDING
         INDENTURES

         4.1      Articles of Incorporation, as amended, of Amcast Industrial
                  Corporation (filed as Exhibit 4.1 to Registration Statement on
                  Form S-8 (Reg. No. 333-98835) filed by Amcast Industrial
                  Corporation with the SEC on August 28, 2002 and hereby
                  incorporated by reference).

         4.2      Code of Regulations of Amcast Industrial Corporation . (filed
                  as Exhibit 4.2 to Registration Statement on Form S-8 (Reg. No.
                  333-98835) filed by Amcast Industrial Corporation with the SEC
                  on August 28, 2002 and hereby incorporated by reference).

         *4.3     Amcast Industrial Corporation Non-Employee Directors Stock
                  Compensation Plan.

         *4.4     Executive Employment Agreement dated April 8, 2002 between
                  Amcast Industrial Corporation and Byron O. Pond, as amended by
                  Amendment No. 1 to Executive Employment Agreement.

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(5)      OPINION RE LEGALITY

         *5.1     Opinion of Thompson Hine LLP with respect to the legality of
                  the securities being registered.

(23)     CONSENTS OF EXPERTS AND COUNSEL

         *23.1    Consent of Ernst & Young LLP.

         *23.2    Consent of Thompson Hine LLP (contained in their opinion filed
                  as Exhibit 5.1).

(24)     POWERS OF ATTORNEY

         *24.1    Power of Attorney granted by each director whose name was
                  signed to this registration statement by power of attorney.

-----------------------
* Filed herewith.

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