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




                               ROUGE STEEL COMPANY
                    _________________________________________
                                (Name of Issuer)

                          Common Stock, $.01 Par Value
                    _________________________________________
                         (Title of Class of Securities)

                                    779099 10
                    _________________________________________
                                 (CUSIP Number)


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

The information required on 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 4 Pages



CUSIP NO. 779099 10                                                  Page 2 of 4

1.    Name of Reporting Person
      S.S. or I.R.S. Identification No. of Above Person
      Worthington Industries, Inc.


2.    CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
                                                (a) _____
                                                (b) _____

3.    SEC USE ONLY


4.    CITIZENSHIP OR PLACE OF ORGANIZATION
      State of Delaware


      5.     SOLE VOTING POWER
             5,999,600


      6.     SHARED VOTING POWER
             -0-


      7.     SOLE DISPOSITIVE POWER
             5,999,600


      8.     SHARED DISPOSITIVE POWER
             -0-


9.    AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
      5,999,600


10.   CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*

11.   PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9.
      27.4%

12.   TYPE OF REPORTING PERSON*
      CO



CUSIP NO. 779099 10                                                  Page 3 of 4


ITEM 1(A).  NAME OF ISSUER
            Rouge Steel Company

ITEM 1(B)   ADDRESS OF ISSUER'S PRINCIPAL EXECUTIVE OFFICES
            P. O. Box 1699, 3001 Miller Road, Dearborn, MI  48121-1699

ITEM 2(A).  NAME OF PERSON FILING
            Worthington Industries, Inc.

ITEM 2(B).  ADDRESS OF PRINCIPAL BUSINESS OFFICE OR, IF NONE, RESIDENCE
            1205 Dearborn Drive, Columbus, OH  43085-4769

ITEM 2(C)   CITIZENSHIP
            Delaware

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

ITEM 2(E)   CUSIP
            779099 10
ITEM 3.     Not Applicable

ITEM 4.     OWNERSHIP.
            Ownership is based on 21,903,536 total outstanding shares of 
            Common Stock at December 31, 1996

ITEM 4(A)   AMOUNT BENEFICIALLY OWNED:
            5,999,600 shares beneficially owned.(1)

ITEM 4(B)   PERCENT OF CLASS
            27.4%(2)

ITEM 4(C)   NUMBER OF SHARES AS TO WHICH SUCH PERSON HAS:
            (i)   Sole power to vote or to direct the vote:
                  5,999,600 (see Footnote 1)
            (ii)  Shared power to vote or to direct the vote:
                  -0-
            (iii) Sole power to dispose or to direct the disposition of:
                  5,999,600 (see Footnote 1)

______________________
(1)  Further  divided into two classes:  422,000  shares of Class B Common Stock
     and 5,577,600 shares of Class A Common Stock.

(2)  This percentage is explained as 6% of the issued and outstanding  shares of
     Class B Common Stock and 19.9% of Class A Common Stock. The shares of Class
     B Common Stock are  convertible  into shares of Class A Common Stock (i) at
     any time in the  discretion  of the holder of such shares of Class B Common
     Stock or (ii)  automatically  upon the transfer of shares of Class B Common
     Stock to other than certain permitted transferees.



CUSIP NO. 779099 10                                                  Page 4 of 4


            (iv)  Shared power to dispose or to direct the disposition of:
                  -0-

ITEM 5.     OWNERSHIP OF FIVE PERCENT OR LESS OF A CLASS:
            Not Applicable

ITEM 6.     OWNERSHIP OF MORE THAN FIVE PERCENT ON BEHALF OF ANOTHER PERSON.
            Not Applicable

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.    CERTIFICATION
            By signing  below I certify  that,  to the best of my knowledge  and
            belief,  the  securities  referred  to above  were  acquired  in the
            ordinary course of business and were not acquired for the purpose of
            and do not have the effect of changing or influencing the control of
            the issuer of such  securities  and were not acquired in  connection
            with or as a participant in any transaction  having such purposes 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.

                                    WORTHINGTON INDUSTRIES, INC.


DATED:  February 14, 1997
                                    By:  /s/ Dale T. Brinkman
                                         _______________________________________
                                             Dale T. Brinkman, Asst. Secretary