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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(AMENDMENT NO. 20) *
WORTHINGTON INDUSTRIES, INC.
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(Name of Issuer)
COMMON SHARES, NO PAR VALUE
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(Title of Class of Securities)
981811 10
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(CUSIP Number)
DECEMBER 31, 1999
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(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to
which this Schedule is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*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).
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CUSIP NO. 981811 10 Page 2 of 5
1. Names of Reporting Persons
I.R.S. Identification Nos. of Above Persons (entities only)
John H. McConnell
2. Check the Appropriate Box if a Member of a Group (See Instructions)
(a) [ ]
Not Applicable
(b) [ ]
3. SEC USE ONLY
4. Citizenship or Place of Organization
United States
Number of Shares Beneficially Owned by Each Reporting Person With:
5. Sole Voting Power
15,614,812
6. Shared Voting Power
-0-
7. Sole Dispositive Power
15,614,182
8. Shared Dispositive Power
-0-
9. Aggregate Amount Beneficially Owned by Each Reporting Person
15,614,812
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
(See Instructions)
Not Applicable
11. Percent of Class Represented by Amount in Row 9
14.73%
12. Type of Reporting Person (See Instructions)
IN
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CUSIP NO. 981811 10 Page 3 of 5
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 Shares, no par value
ITEM 2(e). CUSIP NUMBER:
981811 10
ITEM 3. IF THIS STATEMENT IS FILED PURSUANT TO SECTION SECTION
240.13d-1(b) OR 240.13d-2(b) OR (c), CHECK WHETHER THE
PERSON FILING IS A:
(a) [ ] Broker or dealer registered under Section 15 of the
Act (15 U.S.C. 78o).
(b) [ ] Bank as defined in Section 3(a)(6) of the Act (15
U.S.C. 78c).
(c) [ ] Insurance company as defined in Section 3(a)(19) of
the Act (15 U.S.C. 78c).
(d) [ ] Investment company registered under Section 8 of the
Investment Company Act of 1940 (15 U.S.C. 80a-8).
(e) [ ] An investment adviser in accordance with section
240.13d-1(b)(1)(ii)(E).
(f) [ ] An employee benefit plan or endowment fund in
accordance with section 240.13d-1(b)(1)(ii)(F).
(g) [ ] A parent holding company or control person in
accordance with section 240.13d-1(b)(1)(ii)(G).
(h) [ ] A savings association as defined in Section 3(b) of
the Federal Deposit Insurance Act (12 U.S.C. 1813).
(i) [ ] A church plan that is excluded from the definition
of an investment company under Section 3(c)(14) of
the Investment Company Act of 1940 (15 U.S.C.
80a-3).
(j) [ ] Group, in accordance with section
240.13d-1(b)(1)(ii)(J).
IF THIS STATEMENT IS FILED PURSUANT TO SECTION 240.13D-1(C),
CHECK THIS BOX: [X]
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CUSIP NO. 981811 10 Page 4 of 5
ITEM 4. OWNERSHIP.
Provide the following information regarding the aggregate
number and percentage of the class of securities of the issuer identified in
Item 1.
(a) Amount beneficially owned:
15,614,182
(b) Percent of class:
14.73%
(c) Number of shares as to which the person has:
(i) Sole power to vote or to direct the
vote:
15,614,182
(ii) Shared power to vote or to direct the
vote:
-0-
(iii) Sole power to dispose or to direct the
disposition of:
15,614,182
(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.
ITEM 5. OWNERSHIP OF FIVE PERCENT 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 FIVE PERCENT ON BEHALF OF ANOTHER
PERSON:
Of the shares listed in Items 4(c)(i) and (iii) above:
13,402,982 are held by JDEL, Inc., a Delaware corporation. Mr. McConnell is the
President of JDEL, Inc. and the directors of JDEL, Inc. have given Mr. McConnell
the voting and investment power over its Worthington Industries, Inc. shares.
The shares listed in Items 4(c)(i) and (iii) include 50,000
shares which may be acquired by Mr. McConnell under options granted under the
Worthington Industries, Inc. 1990 Stock Option Plan.
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CUSIP NO. 981811 10 Page 5 of 5
ITEM 7. IDENTIFICATION AND CLASSIFICATION OF THE SUBSIDIARY WHICH
ACQUIRED THE SECURITY 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. CERTIFICATIONS:
The following certification shall be included if the statement
is filed pursuant to section 240.13d-1(c):
By signing below I certify that, to the best of my knowledge
and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of
changing or influencing the control of the issuer of the
securities and were not acquired and are not held in
connection with or as a participant in any transaction having
that purpose or effect.
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.
Date: January 27, 2000
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/s/ John H. McConnell
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Signature
John H. McConnell
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Name/Title
