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 April 30, 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 April 30, 2001.

10,911,563 Shares outstanding

ROANOKE ELECTRIC STEEL CORPORATION

FORM 10-Q

CONTENTS

	Page
1. Part I      - Financial Information	3 - 13
Item 1.     Financial Statements
a.     Consolidated Balance Sheets	3
b.     Consolidated Statements of Earnings	4
c.     Consolidated Statements of Cash Flows	5
d.     Notes to Consolidated Financial Statements	6 - 8
e.     Independent Accountants' Report	9
Item 2.     Management's Discussion and Analysis of Financial Condition
and Results of Operations	10 - 12
Item 3.    Quantitative and Qualitative Disclosures About Market Risk	13
2. Part II    - Other Information	14
Item 1.     Legal Proceedings	14
Item 4.     Submission of Matters to a Vote of Security Holders	14
Item 6.     Exhibits and Reports on Form 8-K	14
3. Signatures	15
4. Exhibit Index pursuant to Regulation S-K	16

PART I - FINANCIAL INFORMATION
ITEM 1 - FINANCIAL STATEMENTS
ROANOKE ELECTRIC STEEL CORPORATION
Consolidated Balance Sheets
ASSETS
		(Unaudited)
		April 30,		October 31,
		2001		2000
CURRENT ASSETS
Cash and cash equivalents	$	20,473,774	$	15,068,443
Investments		10,900,127		12,739,623
Accounts receivable, net of allowances of
$2,677,394 in 2001 and $2,522,930 in 2000		47,772,899		50,017,765
Refundable income taxes		881,178		1,214,045
Inventories		68,763,938		76,449,212
Prepaid expenses		1,155,920		1,185,033
Deferred income taxes		5,600,031		5,600,031
Total current assets		155,547,867		162,274,152
PROPERTY, PLANT AND EQUIPMENT
Land		8,077,943		8,077,943
Buildings		43,521,326		43,457,981
Other property and equipment		200,025,744		196,768,095
Assets under construction		3,771,625		4,491,428
Total		255,396,638		252,795,447
Less--accumulated depreciation		99,662,968		91,322,382
Property, plant and equipment, net		155,733,670		161,473,065
GOODWILL		14,273,571		14,678,495
OTHER ASSETS		1,178,926		1,253,197
TOTAL ASSETS	$	326,734,034	$	339,678,909
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Current portion of long-term debt	$	15,039,488	$	15,036,469
Accounts payable		18,355,334		18,546,646
Dividends payable		1,091,156		1,090,106
Employees' taxes withheld		529,518		505,409
Accrued profit sharing contribution		581,933		3,721,201
Accrued wages and expenses		10,180,673		11,930,242
Total current liabilities		45,778,102		50,830,073
LONG-TERM DEBT
Notes payable		116,393,118		123,910,990
Less--current portion		15,039,488		15,036,469
Total long-term debt		101,353,630		108,874,521
DEFERRED INCOME TAXES		31,597,834		31,575,856
OTHER LIABILITIES		4,287,075		3,676,630
STOCKHOLDERS' EQUITY
Common stock--no par value--authorized 20,000,000 shares,
issued 12,184,677 shares in 2001 and 12,174,177 in 2000		4,066,765		3,968,765
Retained earnings		140,887,026		141,570,932
Accumulated other comprehensive income		(418,530)		---
Total		144,535,261		145,539,697
Less--treasury stock, 1,273,114 shares -- at cost		817,868		817,868
Total stockholders' equity		143,717,393		144,721,829
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	326,734,034	$	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)				(Unaudited)
		Three Months Ended				Six Months Ended
		April 30,				April 30,
		2001		2000		2001		2000
SALES	$	77,925,125	$	99,712,737	$	152,696,660	$	191,117,869
COST OF SALES		69,283,787		81,358,236		134,428,163		156,312,565
GROSS EARNINGS		8,641,338		18,354,501		18,268,497		34,805,304
OTHER OPERATING EXPENSES (INCOME)
Administrative		6,513,273		6,692,855		12,934,026		13,139,152
Interest, net		1,472,244		1,509,923		3,257,518		3,285,764
Profit sharing		(94,209)		2,016,847		290,007		3,545,824
Antitrust litigation settlement		(700,991)		---		(700,991)		---
Total		7,190,317		10,219,625		15,780,560		19,970,740
EARNINGS BEFORE INCOME TAXES		1,451,021		8,134,876		2,487,937		14,834,564
INCOME TAX EXPENSE		578,302		3,309,517		990,581		6,054,822
NET EARNINGS	$	872,719	$	4,825,359	$	1,497,356	$	8,779,742
Net earnings per share of common stock:
Basic	$	0.08	$	0.44	$	0.14	$	0.80
Diluted	$	0.08	$	0.44	$	0.14	$	0.79
Cash dividends per share of common stock	$	0.10	$	0.10	$	0.20	$	0.20
Weighted average number of common
shares outstanding :
Basic		10,910,198		10,966,394		10,905,555		10,987,307
Diluted		10,951,559		11,051,688		10,931,467		11,064,939
The accompanying notes to consolidated financial statements are an integral part of these statements.

ROANOKE ELECTRIC STEEL CORPORATION
Consolidated Statements of Cash Flows
		(Unaudited)
		Six Months Ended
		April 30,
		2001		2000
CASH FLOWS FROM OPERATING ACTIVITIES
Net earnings	$	1,497,356	$	8,779,742
Adjustments to reconcile net earnings to net
cash provided by operating activities:
Deferred compensation liability		(15,571)		117,971
Postretirement liabilities		128,464		156,956
Depreciation and amortization		8,639,491		8,273,177
Loss on sale of investments and property, plant and equipment		21,692		14,076
Deferred income taxes		301,000		297,524
Changes in assets and liabilities which provided
(used) cash, exclusive of changes shown seperately		5,236,080		(5,145,604)
Net cash provided by operating activities		15,808,512		12,493,842
CASH FLOWS FROM INVESTING ACTIVITIES
Expenditures for property, plant and equipment		(2,665,250)		(7,366,607)
Proceeds from sale of property, plant and equipment		4,400		8,094
Sale of investments		1,820,182		93,078
Other		37,571		(161,495)
Net cash used in investing activities		(803,097)		(7,426,930)
CASH FLOWS FROM FINANCING ACTIVITIES
Cash dividends		(2,181,262)		(2,194,538)
Increase (decrease) in dividends payable		1,050		(7,010)
Proceeeds from exercise of common stock options		98,000		233,649
Payment of long-term debt		(7,517,872)		(7,516,524)
Repurchase of common stock		---		(1,609,312)
Net cash used in financing activities		(9,600,084)		(11,093,735)
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS		5,405,331		(6,026,823)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		15,068,443		33,286,934
CASH AND CASH EQUIVALENTS, END OF PERIOD	$	20,473,774	$	27,260,111
CHANGES IN ASSETS AND LIABILITIES WHICH PROVIDED
(USED) CASH, EXCLUSIVE OF CHANGES SHOWN SEPARATELY
(Increase) decrease in accounts receivable	$	2,244,866	$	2,609,684
(Increase) decrease in refundable income taxes		332,867		---
(Increase) decrease in inventories		7,685,274		(11,257,351)
(Increase) decrease in prepaid expenses		29,113		126,521
Increase (decrease) in accounts payable		(191,312)		4,511,988
Increase (decrease) in employees' taxes withheld		24,109		48,203
Increase (decrease) in accrued profit sharing contribution		(3,139,268)		(3,126,117)
Increase (decrease) in accrued wages and expenses		(1,749,569)		(747,978)
Increase (decrease) in accrued income taxes		---		2,689,446
Total	$	5,236,080	$	(5,145,604)
The accompanying notes to consolidated financial statements are an integral part of these statements.

ROANOKE ELECTRIC STEEL CORPORATION

Notes to Consolidated Financial Statements

April 30, 2001

Note 1. In the opinion of the Registrant, the accompanying unaudited consolidated financial statements contain
             all adjustments necessary to present fairly the financial position as of April 30, 2001 and the results of
             operations for the three months and six months ended April 30, 2001 and 2000 and cash flows for the
             six months ended April 30, 2001 and 2000.

  Certain amounts included in this Form 10-Q filing for prior years have been reclassified from their
  original presentation to conform with the current year presentation.

Note 2. Inventories include the following major classifications:

		(Unaudited)
		April 30,		October 31,
		2001		2000
Scrap steel	$	4,558,283	$	5,721,583
Melt supplies		3,131,136		3,318,385
Billets		11,273,045		17,266,805
Mill supplies		4,443,400		3,485,332
Work-in-process		6,205,404		6,877,954
Finished steel		39,152,670		39,779,153
Total inventories	$	68,763,938	$	76,449,212

Note 3. In February 1997, the Financial Accounting Standards Board issued SFAS No. 128, "Earnings per
             Share", which changed the method of calculating earnings per share. SFAS 128 requires the
             presentation of "basic" earnings per share and "diluted" earnings per share on the face of the income
              statement. Basic earnings per share is computed by dividing the net income available to common
             shareholders by the weighted average shares of outstanding common stock. The calculation of diluted
             earnings per share is similar to basic earnings per share except that the denominator includes dilutive
             common stock equivalents such as stock options and warrants. Basic earnings per share and diluted
             earnings per share calculated in accordance with SFAS 128 are presented in the consolidated statements
             of earnings.

Note 4. The Registrant retired all of its treasury stock applicable to the shares recently acquired through its
             common stock repurchase plan.

Note 5. In June 1997, the Financial Accounting Standards Board issued SFAS No. 130, "Comprehensive
             Income", establishes standards for reporting and display of comprehensive income and its components
             in a full set of general-purpose financial statements. The Company adopted SFAS 130 during the 1999
             first quarter. The components of comprehensive income were as follows:

	(Unaudited) Three Months Ended                       April 30,				(Unaudited) Six Months Ended                       April 30,
		2001		2000		2001		2000
Net earnings	$	872,719	$	4,825,359	$	1,497,356	$	8,779,742
Cumulative effect of change
in accounting for derivative
financial instruments		---		---		1,663,516		---
Change in derivative financial
instruments		(273,380)		---		(2,082,046)		---
Total comprehensive income	$	599,339	$	4,825,359	$	1,078,826	$	8,779,742

Note 6. In June 1997, the Financial Accounting Standards Board issued SFAS No. 131, "Disclosures about
             Segments of an Enterprise and Related Information", establishing disclosure standards regarding
             information about operating segments in interim and annual financial statements. The Company
             adopted SFAS 131 at the close of fiscal year 1999. The Company's business consists of one industry
             segment, which is the extracting of scrap metal from discarded automobiles and the manufacturing,
             fabricating and marketing of merchant steel bar products and specialty steel sections, reinforcing bars,
             open-web steel joists and billets. The industry segment consists of three classes of products - merchant
              steel products and specialty steel sections, fabricated bar joists and reinforcing bars and billets.

	Financial Information Relating to Classes of Products
	(Unaudited) Three Months Ended                April 30,				(Unaudited) Six Months Ended                 April 30,
		2001		2000		2001		2000
Sales to unaffiliated customers:
Merchant steel and
specialty steel sections	$	49,411,257	$	61,050,945	$	94,353,806	$	117,167,016
Bar joists and rebar		26,627,530		31,043,992		55,212,406		61,185,605
Billets		1,886,338		7,617,800		3,130,448		12,765,248
Total consolidated sales	$	77,925,125	$	99,712,737	$	152,696,660	$	191,117,869

Note 7. Supplemental cash flow information:

		(Unaudited)
		Six Months Ended
		April 30,
		2001		2000
Cash paid during the period for:
Interest	$	4,121,004	$	4,571,726
Income taxes	$	356,714	$	3,067,853

Note 8. In June 1998, SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities", was
             issued, establishing standards for accounting and reporting derivative instruments, including
             certain derivative instruments embedded in other contracts, (collectively referred to as derivatives) and for
              hedging activities. Effective November 1, 2000, the Company adopted SFAS 133. In the 2001 first
             quarter, in accordance with the transition provisions of SFAS 133, the Company recorded a cumulative
             effect earnings adjustment, after applicable taxes, of $1,663,516 in other comprehensive income to
             recognize the fair value of all derivatives designated as cash-flow hedging instruments.

             For certain hedging relationships, SFAS 133 eliminates special accounting formerly provided by U.S.
             GAAP. The Company has traditionally entered into interest rate swap and similar instruments to
             manage its exposure to movements in interest rates paid on corporate debt. Such instruments are
             matched with underlying borrowings. SFAS 133 eliminates special hedge accounting if the swap
             agreements do not meet certain criteria, thus requiring the Company to reflect all changes in their fair
              value in its current earnings. Since the Company's current swap agreements meet the required criteria
             necessary to use special hedge accounting, the Company recorded a $273,380 after-tax loss adjustment,
             for the quarter ended April 30, 2001, through other comprehensive income, as a result of the change in
             the fair value of these swap instruments. For the six month period ended April 30, 2001, these after-tax
              adjustments totaled a $2,082,046 loss. Due to fluctuations in interest rates and volatility in market
             expectations, the fair market value of interest rate swap instruments can be expected to appreciate or
             depreciate over time. The Company plans to continue its practice of economically hedging various
             components of its debt. However, as a result of SFAS 133, such swap instruments may now create
             volatility in future reported earnings or other comprehensive income.

INDEPENDENT ACCOUNTANTS' REPORT

Board of Directors
Roanoke Electric Steel Corporation:

We have reviewed the accompanying consolidated balance sheet of Roanoke Electric Steel Corporation (the "Corporation") and subsidiaries as of April 30, 2001, and the related consolidated statements of earnings and cash flows for the three-month and six-month periods ended April 30, 2001 and 2000. These financial statements are the responsibility of the Corporation's management.

We conducted our review in accordance with standards established by the American Institute of Certified Public Accountants. A review of interim financial information consists principally of applying analytical procedures to financial data and of making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with auditing standards generally accepted in the United States of America, the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.

Based on our review, we are not aware of any material modifications that should be made to such consolidated financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.

We have previously audited, in accordance with auditing standards generally accepted in the United States of America, the consolidated balance sheet of Roanoke Electric Steel Corporation and subsidiaries as of October 31, 2000, and the related consolidated statements of earnings, stockholders' equity, and cash flows for the year then ended (not presented herein); and in our report dated November 17, 2000, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated balance sheet as of October 31, 2000 is fairly stated, in all material respects, in relation to the consolidated balance sheet from which it has been derived.

As discussed in Note 8 to the consolidated financial statements, effective November 1, 2000, the Corporation changed its method for accounting and reporting derivative instruments.

Deloitte & Touche LLP
Raleigh, North Carolina
May 30, 2001

PART I - ITEM 2

MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following is management's discussion and analysis of certain significant factors which have affected the Company's earnings during the periods included in the accompanying consolidated statements of earnings.

A summary of the period to period changes in the principal items included in the consolidated statements of earnings is shown below:

	Comparison of Increases (Decreases)
	Three Months Ended                       April 30,		Six Months Ended                       April 30,
	2001	2000	2001	2000
	Amount	Percent	Amount	Percent
Sales	(21,787,612)	(21.9)	(38,421,209)	(20.1)
Cost of sales	(12,074,449)	(14.8)	(21,884,402)	(14.0)
Administrative expenses	(179,582)	(2.7)	(205,126)	(1.6)
Interest expense	(37,679)	(2.5)	(28,246)	(0.9)
Profit sharing expense	(2,111,056)	(104.7)	(3,255,817)	(91.8)
Antitrust settlement income	700,991	**	700,991	**
Earnings before income taxes	(6,683,855)	(82.2)	(12,346,627)	(83.2)
Income tax expense	(2,731,215)	(82.5)	(5,064,241)	(83.6)
Net earnings	(3,952,640)	(81.9)	(7,282,386)	(82.9)

                                                             ** Cannot be calculated

Sales for the six months decreased, due mainly to declines in selling prices for merchant bar products and specialty steel sections, together with reductions in shipment levels for bar and specialty steel products, fabricated products and billets. Sales were, also, negatively impacted by a drop in selling prices for fabricated products, while billet prices were unchanged. The decline in sales for the quarter was, primarily, the result of a drop in selling prices for merchant bar and specialty steel products, along with a decrease in tons shipped of billets, merchant bar and fabricated products. Also, adversely affecting sales, was a decline in selling prices for both fabricated products and billets, while tons shipped of specialty steel products were flat. Continued increased foreign competition, which prompted industry-wide price reductions and excess inventory levels, resulted in the depressed selling prices and reduced shipment levels of merchant bar products for both periods compared. Average selling prices dropped for specialty steel sections, during both periods compared, mainly, due to increased domestic competition, particularly within a major market segment, and product mix. For the six month period, decreased demand, caused by poor economic conditions within certain niche markets, resulted in the reduction in tons shipped of specialty steel products. For the quarter, however, specialty steel shipments were flat, as increased demand in other markets offset the softened demand within the major market segment. A dramatic change in market conditions for billets, coupled with the bankruptcy of a major customer, brought diminished demand and declines of 75% in tons shipped for both periods compared. Billet selling prices were slightly lower for the quarter with reductions in scrap prices which normally trigger changes in billet pricing. However, the effects of lower scrap prices on billet prices were offset by improved product mix, resulting in flat billet prices for the six month period. Fabricated product shipments decreased for both periods compared as a result of market conditions and longer delivery schedules for various custom-made product lines. Selling prices for fabricated products declined for both periods compared, caused by increased competition within the commercial construction industry. Cost of sales declined for both the six month and three month periods compared mainly as a result of the decreased tons shipped for all product classes, with the exception of the flat levels of specialty steel shipments for the quarter, together with a reduction in the cost of scrap steel, our main raw material. Gross profit as a percentage of sales declined from 18.2% to 12.0% and from 18.4% to 11.1% for the six month and three month periods, respectively. These lower margins, for both periods compared, primarily, resulted from the lower selling prices for all product classes, with the exception of the flat billet pricing for the six month period, coupled with the effects of decreased production levels on costs, which more than offset the lower scrap costs. The decline in gross profit margins at the reduced shipment levels caused the reductions in gross profit and net earnings for both periods compared. Administrative expenses decreased in both periods compared mainly as a result of reduced executive and other compensation, which more than offset higher insurance expenses, professional fees and utilities. Administrative expenses, as a percentage of sales, rose from 6.9% to 8.5% for the six month period and from 6.7% to 8.4% for the three month period, resulting from the significant drop in sales. Interest expense decreased in both periods compared, primarily, due to reduced average borrowings, which more than offset lower interest income and higher average interest rates. Profit sharing expense is based on earnings before income taxes in accordance with the provisions of various plans. For both periods compared, profit sharing expense declined as a result of lower earnings. During the current quarter, profit sharing expense was adjusted for accruals made in prior periods which could not be funded due to changes in profit levels. During the 2001 quarter and six month periods, other operating expenses were reduced by $700,991 as a result of a partial settlement from a number of our graphite electrode suppliers for antitrust violations. The effective income tax rate is slightly lower for both periods compared due to the effects of nondeductible amortization.

Working capital decreased $1,674,314 during the period to $109,769,765 mainly as a result of capital expenditures, dividends and debt maturities amounting to $2,665,250, $2,181,262 and $7,517,872, respectively, which exceeded working capital provided from operations. The current ratio of 3.4 to 1 and the quick ratio of 1.7 to 1 both indicate very strong liquidity and a healthy financial condition. In addition, cash, cash equivalents and investments total $31,373,901. Our unused $30,000,000 revolving credit facility, combined with the cash and investments mentioned above and funds provided from operations, should provide the liquidity and capital resources necessary to fund operations and remain competitive, while meeting approximately $15,000,000 of annual required debt retirement.

At April 30, 2001, there were commitments for the purchase of property, plant and equipment of approximately $1,700,000. These commitments, together with current debt maturities, will affect working capital and future liquidity and will be financed from internally generated funds, the revolving credit facility and existing cash reserves. Borrowings under our revolving credit facility could be limited due to restrictive financial covenants contained in the loan agreement. Near the end of the current quarter, amendments were made to the financial covenants and other provisions of our loan agreement. While these amendments made certain financial covenants less restrictive, they unfortunately caused an increase in interest rate spreads, which will negatively affect future earnings, liquidity and capital resources.

During the first half of the year, the ratio of debt to equity remained at 1.3 to 1, while the percentage of long-term debt to total capitalization declined to 41.4%, due to current maturities of $7,517,872 reducing long-term debt to $101,353,630. Stockholders' equity declined to $143,717,393 as dividends of $2,181,262 and derivative fair value recognition (loss) of $418,530 exceeded net earnings.

From time to time, the Company may publish forward-looking statements relating to such matters as anticipated financial performance, business prospects, technological developments, new products, research and development activities and similar matters. The Private Securities Litigation Reform Act of 1995 provides a safe harbor for forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that a variety of factors could cause the Company's actual results and experience to differ materially from the anticipated results or other expectations expressed in the Company's forward-looking statements. The risks and uncertainties that may affect the operations, performance, development and results of the Company's business include economic and industry conditions, availability and prices of supplies, prices of steel products, competition, governmental regulations, interest rates, inflation, labor relations, environmental concerns, and others.

PART I - ITEM 3

QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK

Quantitative and qualitative information about market risk was addressed in Form 10-K for fiscal year ended
October 31, 2000, as previously filed with the commission. There has been no material changes to that information required to be disclosed in this 2nd quarter 10-Q filing, except the required disclosure for SFAS 133, as reported
in Note 8.

PART II - OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS.

               To the best of Registrant's information and belief no new legal proceedings were instituted against Registrant                 or any of its wholly-owned subsidiaries during the period covered by this report and there was no material                development in or termination of the legal proceedings reported earlier by the Registrant on Form 10-K for                fiscal year ended October 31, 2000 and Form 10-Q for the quarter ended January 31, 2001, as previously                filed with the Commission.

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.

               On February 20, 2001, the Annual Meeting of Shareholders was held and the following persons were elected                 as Class B directors of the Registrant, with terms expiring in 2004:

		Authority	Not
Director	For	Withheld	Voted
Frank A. Boxley	10,164,646	40,061	696,356
Timothy R. Duke	10,164,646	40,061	696,356
George W. Logan	10,164,646	40,061	696,356

               The following persons continued to serve as Class C and Class A directors of the Registrant after
                the annual meeting:

                Class C directors, with terms expiring in 2002
                Charles I. Lunsford, II
                Paul E. Torgersen
                John D. Wilson

                Class A directors, with terms expiring in 2003
                George B. Cartledge, Jr.
                Thomas L. Robertson
                Donald G. Smith

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.

           a. Exhibits.

                None

            b. Reports on Form 8-K.

                 No reports on Form 8-K have been filed during the quarter for which this report is filed.

Items 2, 3 and 5 are omitted because the information required by these items is not applicable.

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	May 30, 2001	Donald G. Smith
		Donald G. Smith, Chairman, President,
		Treasurer and Chief Executive Officer
		(Principal Financial Officer)
Date	May 30, 2001	John E. Morris
		John E. Morris, Vice President-Finance
		and Assistant Treasurer
		(Chief Accounting Officer)

EXHIBIT INDEX

Exhibit No.	Exhibit	Page
	NONE