WORTHINGTON INDUSTRIES INC
SC 13G/A, 1996-02-07
STEEL WORKS, BLAST FURNACES & ROLLING & FINISHING MILLS
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                                 UNITED STATES

                      SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C. 20549

                              S C H E D U L E 13G

                   Under the Securities Exchange Act of 1934

                               Amendment No. 16


                         WORTHINGTON INDUSTRIES, INC.
                               (Name of Issuer)

                         COMMON STOCK, $.01 PAR VALUE
                        (Title of Class of Securities)

                                   981811 10
                                (CUSIP Number)


     Check the following if a fee is being paid with this  statement.  ____ (A
fee is not required only if the filing person: (1) has a previous statement on
file reporting  beneficial ownership of more than five percent of the class of
securities  described  in Item 1; and (2) has  filed no  amendment  subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7).

     *The  remainder  of this cover  page shall be filled out for a  reporting
person's  initial  filing on this form with  respect to the  subject  class of
securities,  and for any subsequent  amendment  containing  information  which
would alter the disclosures provided in a prior cover page.

     The information required in the remainder of this cover page shall not be
deemed to be "filed" for the purpose of Section 18 of the Securities  Exchange
Act of 1934 ("Act") or otherwise subject to the liabilities of that section of
the Act but shall be subject to all other provisions of the Act (however,  see
the Notes.)


                       (Continued on following page(s))

                               Page 1 of 3 Pages
<PAGE>
ITEM 1 (A). NAME OF ISSUER.
            Worthington Industries, Inc.

ITEM 1 (B). ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
            1205 Dearborn Drive, Columbus, Ohio  43085

ITEM 2 (A). NAME OF PERSON FILING.
            John H. McConnell

ITEM 2 (B). ADDRESS OF PRINCIPAL BUSINESS OFFICE, OR, IF NONE, RESIDENCE
            1205 Dearborn Drive, Columbus, Ohio  43085

ITEM 2 (C). CITIZENSHIP.
            United States

ITEM 2 (D). TITLE OF CLASS OF SECURITIES.
            Common Stock, $.01 par value

ITEM 2 (E). CUSIP NUMBER.
            981811 10

ITEM 3.     Not Applicable

ITEM 4.     OWNERSHIP.

            (a)    AMOUNT BENEFICIALLY OWNED:
                   10,495,519

            (b)    PERCENT OF CLASS:
                   11.6%

            (c)    NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
                   (i) Sole power to vote or to direct the vote:
                                  10,495,519

                   (ii)   SHARED POWER TO VOTE OR TO DIRECT THE VOTE:
                                  -0-

                   (iii)  SOLE POWER  TO DISPOSE OR TO DIRECT DISPOSITION OF:
                                  10,495,519

                   (iv) SHARED POWER TO DISPOSE OR TO DIRECT THE DISPOSITION OF:
                                  -0-

Note:  Excluded are 506,250 shares owned by Mr. McConnell's wife, as to which
       shares beneficial ownership is disclaimed.
<PAGE>
ITEM 5.     OWNERSHIP OF 5% OR LESS OF A CLASS.
            If this statement is being filed to report the fact that as of the
            date hereof the reporting  person has ceased to be the  beneficial
            owner of more than five percent of the class of securities,  check
            the following

ITEM 6.     OWNERSHIP OF MORE THAN 5% ON BEHALF OF ANOTHER PERSON.
            Of the shares listed in Items 4(c)(i) and (iii) above:
            8,437,495 are held by JDEL, Inc., a Delaware corporation.
            Mr. McConnell is the President and controlling shareholder
            of JDEL, Inc. and the directors of JDEL, Inc. have given
            Mr. McConnell the voting and investment power over its
            Worthington Industries, Inc. stock.

            The shares listed in Items 4(c)(i) and (iii) include 76,486 shares
            which may be acquired by Mr. McConnell under options granted under
            the  Worthington  Industries,  Inc. 1980 Amended Stock Option Plan
            and the 1990 Stock Option Plan.

ITEM 7.     IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
            ACQUIRED THE SECURITIES BEING REPORTED ON BY THE PARENT HOLDING
            COMPANY.
            Not Applicable

ITEM 8.     IDENTIFICATION AND CLASSIFICATION OF MEMBERS OF THE GROUP.
            Not Applicable

ITEM 9.     NOTICE OF DISSOLUTION OF GROUP.
            Not Applicable

ITEM 10.    CERTIFICATION.
            Not Applicable

                                   SIGNATURE

     After  reasonable  inquiry and to the best of my knowledge and belief,  I
certify that the  information  set forth in this statement is true,  complete,
and correct.


DATED:  January 31, 1996

                                          JOHN H. McCONNELL



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