NOTE: This document is being amemded to include those schedules inadvertently filed in an improper format, and includes only those items and items that are required to be filed with an Amended Form 10-Q.

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended January 31, 2001

OR

( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

For the transition period from                                to                              

Commission file number 0-2389

ROANOKE ELECTRIC STEEL CORPORATION

(Exact name of Registrant as specified in its charter)

Virginia	54-0585263
(State or other jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

102 Westside Blvd., N.W., Roanoke, Virginia                  24017     
      (Address of principal executive offices)                (Zip Code)

                                 (540)342-1831                                  
(Registrant's telephone number, including area code )

                                                 N/A                                              
(Former name, former address and former fiscal year, if
changed since last report)

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, and (2) has been subject to such filing requirements for the past 90 days.

Yes      x           No            

Indicate the number of shares outstanding of each of the Registrant's classes of common stock, as of January 31, 2001.

10,901,063 Shares outstanding

ROANOKE ELECTRIC STEEL CORPORATION

FORM 10-Q

CONTENTS

     Item 1.        Financial Statements

             a.        Consolidated Balance Sheets

             b.        Consolidated Statements of Earnings

             c.        Consolidated Statements of Cash Flows

             d.        Tables Related to - Notes to Consolidated Financial Statements

     Item 2.       Table Related to - Management's Discussion and Analysis of Financial Condition

                        and Results of Operations

     3. Signatures

       

PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
ROANOKE ELECTRIC STEEL CORPORATION
Consolidated Balance Sheets
ASSETS
		(Unaudited)
		January 31,		October 31,
		2001		2000
CURRENT ASSETS
Cash and cash equivalents	$	14,369,616	$	15,068,443
Investments		12,286,883		12,739,623
Accounts receivable, net of allowances of
$2,868,611 in 2001 and $2,522,930 in 2000		45,421,656		50,017,765
Refundable income taxes		1,149,442		1,214,045
Inventories		75,076,043		76,449,212
Prepaid expenses		1,324,715		1,185,033
Deferred income taxes		5,600,031		5,600,031
Total current assets		155,228,386		162,274,152
PROPERTY, PLANT AND EQUIPMENT
Land		8,077,943		8,077,943
Buildings		43,515,184		43,457,981
Other property and equipment		197,277,394		196,768,095
Assets under construction		5,048,588		4,491,428
Total		253,919,109		252,795,447
Less--accumulated depreciation		95,501,424		91,322,382
Property, plant and equipment, net		158,417,685		161,473,065
GOODWILL		14,476,033		14,678,495
OTHER ASSETS		1,225,891		1,253,197
TOTAL ASSETS	$	329,347,995	$	339,678,909
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Current portion of long-term debt	$	15,039,488	$	15,036,469
Accounts payable		18,298,875		18,546,646
Dividends payable		1,090,106		1,090,106
Employees' taxes withheld		389,631		505,409
Accrued profit sharing contribution		690,520		3,721,201
Accrued wages and expenses		9,016,247		11,930,242
Total current liabilities		44,524,867		50,830,073
LONG-TERM DEBT
Notes payable		120,152,143		123,910,990
Less--current portion		15,039,488		15,036,469
Total long-term debt		105,112,655		108,874,521
DEFERRED INCOME TAXES		31,613,088		31,575,856
OTHER LIABILITIES		3,986,175		3,676,630
STOCKHOLDERS' EQUITY
Common stock--no par value--authorized 20,000,000 shares,
issued 12,174,177 shares		3,968,765		3,968,765
Retained earnings		141,105,463		141,570,932
Accumulated other comprehensive income		(145,150)		---
Total		144,929,078		145,539,697
Less--treasury stock, 1,273,114 shares -- at cost		817,868		817,868
Total stockholders' equity		144,111,210		144,721,829
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	329,347,995	$	339,678,909
The accompanying notes to consolidated financial statements are an integral part of these statements.

ROANOKE ELECTRIC STEEL CORPORATION
Consolidated Statements of Earnings
		(Unaudited)
		Three Months Ended
		January 31,
		2001		2000
SALES	$	74,771,535	$	91,405,132
COST OF SALES		65,144,376		74,954,329
GROSS EARNINGS		9,627,159		16,450,803
OTHER OPERATING EXPENSES
Administrative		6,420,753		6,446,297
Interest, net		1,785,274		1,775,841
Profit sharing		384,216		1,528,977
Total		8,590,243		9,751,115
EARNINGS BEFORE INCOME TAXES		1,036,916		6,699,688
INCOME TAX EXPENSE		412,279		2,745,305
NET EARNINGS	$	624,637	$	3,954,383
Net earnings per share of common stock:
Basic	$	0.06	$	0.36
Diluted	$	0.06	$	0.36
Cash dividends per share of common stock	$	0.10	$	0.10
Weighted average number of common shares outstanding :
Basic		10,901,063		11,007,766
Diluted		10,916,163		11,086,019
The accompanying notes to consolidated financial statements are an integral part of these statements.

ROANOKE ELECTRIC STEEL CORPORATION
Consolidated Statements of Cash Flows
		(Unaudited)
		Three Months Ended
		January 31,
		2001		2000
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings	$	624,637	$	3,954,383
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Deferred compensation liability		(10,851)		109,504
Postretirement liabilities		78,478		78,478
Depreciation and amortization		4,417,853		4,215,527
Loss on sale of investments and property, plant and equipment		13,756		1,339
Deferred income taxes		134,000		(346,476)
Changes in assets and liabilities which provided
(used) cash, exclusive of changes shown separately		(414,026)		(2,782,404)
Net cash provided by operating activities		4,843,847		5,230,351
CASH FLOWS FROM INVESTING ACTIVITIES
Expenditures for property, plant and equipment		(1,144,521)		(3,669,105)
Proceeds from sale of property, plant and equipment		500		94
(Purchase) sale of investments		441,344		(200,668)
Other		8,956		(162,348)
Net cash used in investing activities		(693,721)		(4,032,027)
CASH FLOWS FROM FINANCING ACTIVITIES
Cash dividends		(1,090,106)		(1,098,219)
Decrease in dividends payable		---		(4,360)
Proceeds from exercise of common stock options		---		123,399
Payment of long-term debt		(3,758,847)		(3,758,189)
Repurchase of common stock		---		(983,250)
Net cash used in financing activities		(4,848,953)		(5,720,619)
NET DECREASE IN CASH AND CASH EQUIVALENTS		(698,827)		(4,522,295)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		15,068,443		33,286,934
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	14,369,616	$	28,764,639
CHANGES IN ASSETS AND LIABILITIES WHICH PROVIDED
(USED) CASH, EXCLUSIVE OF CHANGES SHOWN SEPARATELY
(Increase) decrease in accounts receivable	$	4,596,109	$	8,421,587
(Increase) decrease in refundable income taxes		64,603		---
(Increase) decrease in inventories		1,373,169		(7,887,376)
(Increase) decrease in prepaid expenses		(139,682)		80,756
Increase (decrease) in accounts payable		(247,771)		1,415,849
Increase (decrease) in employees' taxes withheld		(115,778)		(26,844)
Increase (decrease) in accrued profit sharing contribution		(3,030,681)		(4,554,871)
Increase (decrease) in accrued wages and expenses		(2,913,995)		(2,731,757)
Increase (decrease) in accrued income taxes		---		2,500,252
Total	$	(414,026)	$	(2,782,404)
The accompanying notes to consolidated financial statements are an integral part of these statements.

Table Related to Footnote 2.

		(UNAUDITED)
		January 31,		October 31,
		2001		2000
Scrap steel	$	4,734,625	$	5,721,583
Melt supplies		3,354,915		3,318,385
Billets		16,804,169		17,266,805
Mill supplies		4,297,097		3,485,332
Work-in-process		6,535,714		6,877,954
Finished steel		39,349,523		39,779,153
Total inventories	$	75,076,043	$	76,449,212

Table Related to Footnote 5.

		(UNAUDITED)
		Three Months Ended
		January 31,
		2001		2000
Net earnings:	$	624,637	$	3,954,383
Cumulative effect of change in
accounting for derivative
financial instruments		1,663,516		---
Change in derivative financial
instruments		(1,808,666)		---
Total comprehensive income	$	479,487	$	3,954,383

Table Related to Footnote 6.

	Financial Information Relating
	to Classes of Products
	(UNAUDITED)
	Three Months Ended
	January 31,
		2001		2000
Sales to unaffiliated customers:
Merchant steel and specialty
steel sections	$	44,942,549	$	56,116,071
Bar joists and rebar		28,584,876		30,141,613
Billets		1,244,110		5,147,448
Total consolidated sales	$	74,771,535	$	91,405,132

Table Related to Footnote 7.

		(UNAUDITED)
		Three Months Ended
		January 31,
		2001		2000
Cash paid during the period for:
Interest	$	2,225,934	$	2,501,240
Income taxes	$	213,676	$	591,530

Table Related to - Management's Discussion and Analysis of Financial Condition and Results of Operations

	Comparison of Increases (Decreases)
	Three Months Ended
	January 31,
	2001 and 2000
	Amount	Percent
Sales	(16,633,597)	(18.2)
Cost of Sales	(9,809,953)	(13.1)
Administrative Expenses	(25,544)	(0.4)
Interest Expense	9,433	0.5
Profit Sharing Expense	(1,144,761)	(74.9)
Earnings before Income Taxes	(5,662,772)	(84.5)
Income Tax Expense	(2,333,026)	(85.0)
Net Earnings	(3,329,746)	(84.2)

Signatures

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

		ROANOKE ELECTRIC STEEL CORPORATION
		Registrant
Date	March 21, 2001	Donald G. Smith
		Donald G. Smith, Chairman, President,
		Treasurer and Chief Executive Officer
		(Principal Financial Officer)
Date	March 21, 2001	John E. Morris
		John E. Morris, Vice President-Finance
		and Assistant Treasurer
		(Chief Accounting Officer)