<PAGE>   1

                       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                      June 30, 1999
                               -------------------------------------------------
                                       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 0-3855

                              Laclede Steel Company
-------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)

               Delaware                                 43-0368310
    -----------------------------               ------------------------
  (State or other jurisdiction of                   (I.R.S. Employer
   incorporation or organization)                Identification Number)

        One Metropolitan Square
          St. Louis, Missouri                           314-425-1400
---------------------------------------         ------------------------
(Address of principal executive office)                  (Zip Code)

Registrant's telephone number, including area code:  (314) 425-1400

--------------------------------------------------------------------------------
(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 (or for such shorter period that the registrant was
required to file such reports) and (2) has been subject to such filing
requirements for the past 90 days.

          Yes  X                             No
             -----                              ----

As of July 19, 1999 there were 4,056,140 shares of $.01 par value common stock
outstanding.





                                       1
<PAGE>   2

ITEM 1:   FINANCIAL STATEMENTS

                              LACLEDE STEEL COMPANY
                                AND SUBSIDIARIES
                             (DEBTORS-IN-POSSESSION)
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                             AND COMPREHENSIVE LOSS
                                   (Unaudited)
                      (In Thousands Except Per Share Data)
<TABLE>
<CAPTION>


                                                        Three Months Ended         Nine Months Ended
                                                             June 30,                   June 30,
                                                    --------------------------   -----------------------

                                                      1999             1998         1999         1998
                                                      ----             ----         ----         ----

<S>                                                 <C>              <C>         <C>           <C>
Net sales                                           $  56,354        $  76,840   $  184,363    $ 241,068
                                                    ---------        ---------   ----------    ---------
Costs and expenses:
     Cost of products sold                             50,762           78,279      166,342      233,001
     Selling, general and administrative expenses       2,557            4,315        8,667       12,121
     Depreciation                                       1,531            1,712        4,715        5,337
     Interest expense, net                              1,084            2,714        5,342        8,183
     Asset impairments and other charges (credits)       --             22,870       (1,831)      24,963
                                                    ---------        ---------   ----------    ---------
          Total costs and expenses                     55,934          109,890      183,235      283,605
                                                    ---------        ---------   ----------    ---------
Earnings (loss) before reorganization items
and income taxes                                          420          (33,050)       1,128      (42,537)

Reorganization items                                   (2,000)            --         (4,453)        --
                                                    ---------        ---------   ----------    ---------
Loss before income taxes                               (1,580)         (33,050)      (3,325)     (42,537)

Provision for income taxes                                 47           32,418          141       28,641
                                                    ---------        ---------   ----------    ---------
Net loss                                               (1,627)         (65,468)      (3,466)     (71,178)

Preferred stock dividend requirement                      126              (93)         (62)        (281)
                                                    ---------        ---------   ----------    ---------
Net loss - common shareholders                         (1,501)         (65,561)      (3,528)     (71,459)
                                                    ---------        ---------   ----------    ---------
Other comprehensive income:
     Minimum pension liability adjustment                --               --           --         11,674
     Income tax provision                                --               --           --          4,436
                                                    ---------        ---------   ----------    ---------
          Total other comprehensive income               --               --           --          7,238
                                                    ---------        ---------   ----------    ---------
Comprehensive loss                                  $  (1,501)       $ (65,561)  $   (3,528)   $ (64,221)
                                                    =========        =========   ==========    =========
Basic and diluted
  net loss per share                                $   (0.37)       $  (16.16)  $    (0.87)   $  (17.62)
                                                    =========        =========   ==========    =========
</TABLE>


                                       -2-
<PAGE>   3





                              LACLEDE STEEL COMPANY
                                AND SUBSIDIARIES
                             (DEBTORS-IN-POSSESSION)

                           CONSOLIDATED BALANCE SHEETS
                                 (In Thousands)

<TABLE>
<CAPTION>

                                          Jun. 30,    Sep. 30,
ASSETS                                      1999        1998
                                         (Unaudited)
                                         ----------- ---------
<S>                                        <C>        <C>
CURRENT ASSETS
    Cash and cash equivalents              $    205   $    192
    Accounts receivable, less allowances     33,223     39,761
    Prepaid expenses                          3,591      1,936
    Inventories:
        Finished                             38,961     37,871
        Semi-finished                         8,990     11,595
        Raw materials                         5,345      3,478
        Supplies                             11,371     12,922
                                           --------   --------
            Total inventories                64,667     65,866
                                           --------   --------

            Total current assets            101,686    107,755
                                           --------   --------

                                           --------   --------
NON-CURRENT ASSETS                           18,991     19,389
                                           --------   --------

PLANT AND EQUIPMENT, At cost                220,525    220,578
    Less - accumulated depreciation         136,153    131,531
                                           --------   --------
            Net plant and equipment          84,372     89,047
                                           --------   --------


TOTAL                                      $205,049   $216,191
                                           ========   ========
</TABLE>





                                      -3-
<PAGE>   4



                              LACLEDE STEEL COMPANY
                                AND SUBSIDIARIES
                             (DEBTORS-IN-POSSESSION)

                           CONSOLIDATED BALANCE SHEETS
                      (In Thousands Except Per Share Data)

<TABLE>
<CAPTION>

                                                            Jun. 30,    Sep. 30,
LIABILITIES AND STOCKHOLDERS' DEFICIT                         1999        1998
                                                          (Unaudited)
                                                          -----------  ----------
<S>                                                        <C>          <C>
LIABILITIES NOT SUBJECT TO COMPROMISE:
  Current liabilities:
    Accounts payable and accrued expenses                  $   9,760    $  56,357
    Accrued compensation                                       5,494        5,400
    Current portion of long-term debt                         63,412      106,048
    Accrued costs of pension plans                              --         15,000
    Other                                                      4,098        3,684
                                                            --------     --------
            Total current liabilities                         82,764      186,489
                                                            --------     --------


  Non-current liabilities:
    Accrued costs of pension plans                              --         57,328
    Accrued postretirement medical benefits                     --         73,470
    Other                                                      4,452        1,923
                                                            --------     --------
            Total non-current liabilities                      4,452      132,721
                                                            --------     --------
LIABILITIES SUBJECT TO COMPROMISE:
    Accounts payable & accrued expenses                       50,033         --
    Accrued postretirement medical benefits                   71,076         --
    Accrued costs of pension plans                            74,242         --
    Long-term debt                                            25,990         --
    Other                                                      3,039         --
                                                            --------     --------
           Total liabilities subject to compromise           224,380         --
                                                            --------     --------
STOCKHOLDERS' DEFICIT:
    Preferred stock, no par value, authorized 2,000,000
      shares; issued and outstanding 416,667 shares               83           83
    Common stock, $0.01 par value, authorized 25,000,000
      shares; issued and outstanding 4,056,140 shares             41           41
    Capital in excess of par value                            59,420       59,482
    Accumulated deficit                                     (102,585)     (99,119)
    Minimum pension liability adjustment                     (63,506)     (63,506)
                                                           ---------    ---------
            Total stockholders' deficit                     (106,547)    (103,019)
                                                           ---------    ---------

TOTAL                                                      $ 205,049    $ 216,191
                                                           =========    =========
</TABLE>



                                      -4-
<PAGE>   5





                             LACLEDE STEEL COMPANY
                                AND SUBSIDIARIES
                             (DEBTORS-IN-POSSESSION)
                     CONSOLIDATED STATEMENTS OF CASH FLOWS
                                  (Unaudited)
                                 (In Thousands)
<TABLE>
<CAPTION>

                                                                  Nine Months Ended
                                                                       June 30,
                                                                --------------------
                                                                  1999        1998
                                                                  ----        ----
<S>                                                             <C>         <C>
Cash flows from operating activities:
 Net loss                                                       $ (3,466)   $(71,178)
 Adjustments to reconcile net loss to
    net cash provided by operating activities:
      Depreciation                                                 4,715       5,337
      Other charges                                                 --        24,963
      Change in deferred income taxes                               --        28,354
 Changes in assets and liabilities that provided (used) cash:
       Accounts receivable                                         6,538       8,602
       Inventories                                                 1,199       3,965
       Accounts payable and accrued expenses                       5,655      11,705
       Accrued pension cost                                        2,573       7,344
       Pension cash funding                                         (609)     (8,859)
       Accrued postretirement medical benefits                    (2,394)     (2,916)
       Other assets and liabilities                                2,616       1,124
                                                                --------     -------
  Net cash provided by operating activities                       16,827       8,441
                                                                --------     -------
Cash flows provided by investing activities:
  Capital expenditures                                              (902)     (4,209)
  Proceeds from sale of assets                                       834       3,625
                                                                --------     -------
  Net cash used in investing activities                              (68)       (584)
                                                                --------     -------
Cash flows from financing activities:
  Net change in pre-petition bank facility                       (36,853)     (6,483)
  Net change in post-petition bank facility                       20,525        --
  Payment on long-term debt (prior to bankruptcy filing)            (318)       (954)
  Other                                                             (100)       (361)
                                                                --------     -------
  Net cash used in financing activities                          (16,746)     (7,798)
                                                                --------     -------
Cash and cash equivalents:
  Net increase during the period                                      13          59
  At beginning of year                                               192         136
                                                                --------     -------
  At end of period                                              $    205    $    195
                                                                ========    ========
</TABLE>











                                      -5-


<PAGE>   6







LACLEDE STEEL COMPANY AND SUBSIDIARIES
(DEBTORS-IN-POSSESSION)

NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
--------------------------------------------------------------------------------


1.   GENERAL

     The accompanying unaudited consolidated financial statements include the
     accounts of Laclede Steel Company and its subsidiaries (the "Company"). All
     intercompany accounts and transactions have been eliminated. The
     consolidated financial statements reflect all adjustments (such adjustments
     are of a normal recurring nature unless otherwise disclosed in these
     interim financial statements) which are in the opinion of management
     necessary for a fair statement of the results for the interim periods.

     The results of operations for the nine months ended June 30, 1999 are not
     necessarily indicative of the results to be expected for the full fiscal
     year ending September 30, 1999. The financial results for the fiscal year
     ending September 30, 1999 are subject to annual audit. The Quarterly Report
     on Form 10-Q should be read in conjunction with the Company's Annual Report
     on Form 10-K for the nine month period ended September 30, 1998.

     The unaudited consolidated financial statements have been prepared in
     accordance with the American Institute of Certified Public Accountants
     Statement of Position 90-7, Financial Reporting by Entities in
     Reorganization Under the Bankruptcy Code. The financial statements have
     been prepared using accounting principles applicable to a going concern,
     which assumes realization of assets and settlement of liabilities in the
     normal course of business. The appropriateness of using the going concern
     basis is dependent upon, among other things, the ability to comply with
     debtor-in-possession financing agreements, confirmation of a plan of
     reorganization, the ability to achieve profitable operations, and the
     ability to generate sufficient cash flow from operations to meet its
     obligations.

     The accompanying unaudited consolidated balance sheet as of June 30, 1999
     segregates liabilities subject to compromise, such as unsecured claims,
     from liabilities not subject to compromise, such as fully secured
     liabilities and liabilities arising subsequent to filing bankruptcy. A plan
     of reorganization could materially change the amounts currently recorded in
     the consolidated financial statements. The consolidated statements that
     might result from the outcome of this uncertainty may be materially
     different than those presented herein.

     Reorganization items represent expenses incurred by the Company as a result
     of the bankruptcy filing and proceedings which are required to be expensed
     as incurred.

2.   BANKRUPTCY PROCEEDINGS

     On November 30, 1998, as a result of a decline in the Company results of
     operations during the nine months ended September 30, 1998 reflecting,
     among other factors the deterioration in steel demand and selling prices
     since the end of 1997, the Company and its subsidiaries filed voluntary
     petitions for reorganization under Chapter 11 of the United States
     Bankruptcy Code. The Company is in possession of its properties and assets
     and continues to operate with its existing directors and officers as
     debtors-in-possession. As debtors-in-possession, the Company is authorized
     to operate its business, but may not engage in transactions outside of the
     normal course of business without approval, after notice and hearing, of
     the Bankruptcy Court.





                                       6
<PAGE>   7




     Pursuant to the provisions of the Bankruptcy Code, as of the petition date
     actions to collect pre-petition indebtedness owed by the Company are stayed
     and other pre-petition contractual obligations may not be enforced against
     the Company. In addition, as debtors-in-possession, the Company has the
     right, subject to the Bankruptcy Court's approval and certain other
     conditions, to assume or reject any pre-petition executory contracts and
     unexpired leases. Parties affected by these rejections may file claims with
     the Bankruptcy Court in accordance with the reorganization process. The
     Company cannot presently determine or reasonably estimate the ultimate
     liability that may result from rejecting leases or executory contracts, and
     no provisions have been made for these items. In addition, the Company
     expects the Pension Benefit Guaranty Corporation to assume its defined
     benefit pension plans. Accordingly, these obligations have been included as
     liabilities subject to compromise. Beginning in December 1998 pension cost
     accruals have been adjusted to reflect only the estimated cost related to
     service subsequent to the petition date.

     Schedules have been filed by the Company with the Bankruptcy Court setting
     forth the assets and liabilities of the debtors as of the filing date as
     reflected in the Company's accounting records. Differences between amounts
     reflected in such schedules and claims filed by creditors will be
     investigated and resolved or adjudicated before the Bankruptcy Court. The
     ultimate amount and settlement terms for such liabilities are subject to a
     plan of reorganization, and accordingly, are not presently determinable.
     The disposition of the company's postretirement medical obligations has not
     as yet been determined and these obligations have been included as
     liabilities subject to compromise. Pursuant to the provisions of the
     Bankruptcy Code the Company currently continues to incur the cost of the
     postretirement medical plans and appropriate accruals have been recorded in
     the financial statements. The Bankruptcy Court has approved payment of
     certain pre-petition liabilities such as employee wages and benefits. The
     Bankruptcy Court has also allowed for the retention of legal and financial
     professionals. These items are recorded as accounts payable and accrued
     expenses not subject to compromise.

     On November 30, 1998 the Company obtained an $85,000,000 thirteen-month
     debtor-in-possession financing facility (the "DIP Facility") from its
     existing lenders, which replaced its existing Bank Credit Facility. On
     December 23, 1998 the Court issued an order approving the new facility. The
     DIP Facility provides for revolving credit loans based on accounts
     receivable and inventory levels with advance rates comparable to the prior
     Bank Credit Facility. Under terms of the DIP Facility, the Company also has
     access to additional availability in excess of that provided under the
     previous agreement. As of June 30, 1999 the Company had unused availability
     under the DIP Facility of approximately $8,100,000.

     In connection with the DIP Facility, as amended, the Company must maintain
     compliance with several restrictive financial covenants, including the
     maintenance of specific levels of operating cash flow and minimum operating
     contributions from the Alton Steel operations, as defined. As of June 30,
     1999 the Company was in compliance with these covenants.

     The Company intends to present a plan of reorganization to the Bankruptcy
     Court to reorganize the Company's businesses and to restructure the
     Company's obligations. Under the provisions of the Bankruptcy Code, the
     Company has the exclusive right to file such plan at any time during the
     120-day period following November 30, 1998. The exclusive filing time
     period has been extended by the Bankruptcy Court until September 30, 1999.



                                       7
<PAGE>   8




3.   ASSET IMPAIRMENTS AND OTHER CHARGES (CREDITS)

<TABLE>
<CAPTION>
                             Nine Months Ended
                                  June 30
                        ---------------------------
                            1999            1998
                        -------------   -----------
<S>                     <C>             <C>
Lawsuit Settlement      $ (1,831,000)   $    --
Impairment Loss
  -  HTMR Facility           --          15,362,000
  -  Memphis Plant           --           4,712,000
Executive Retirements        --           4,889,000
                        ------------    -----------

                        $ (1,831,000)   $24,963,000
</TABLE>                ============    ===========

     During the quarter ended December 31, 1998, the Company received $1,831,000
     as a settlement in connection with a class action lawsuit involving
     electrode manufacturers.

     In December 1997, the Company idled its High Temperature Metal Recovery
     ("HTMR") facility after the facility was damaged in an accident. This
     facility was previously used to dispose of the EAF dust generated in the
     Melt Shop at the Alton Plant. Subsequent to the accident, the Company
     disposed of the EAF dust through alternative methods. During 1998,
     management completed an evaluation of the HTMR facility to determine the
     economic feasibility of repairing and operating the unit, and determined
     that the HTMR facility currently could not function on an economically
     feasible basis. As there is a limited market for this type of facility, the
     entire carrying cost of $15,362,000 was written off and recorded as an
     impairment loss.

     In June 1998, management implemented its program to consolidate the wire
     operations at its Fremont facility and to shut down the Memphis Wire Plant.
     In connection with the shut down, the Company recorded a charge of
     $6,000,000 of which $4,712,000 is reflected in the accompanying statement
     of operations and comprehensive loss as asset impairments and other
     charges. The remaining write-off associated with the closing of
     approximately $1,288,000 relates to inventory losses and termination
     shutdown costs incurred which have been reflected in cost of products sold.

     Executive retirements resulted in charges of $4,889,000 in the first nine
     months of 1998. The majority of these charges are non-cash in nature and
     are related to the accounting requirements for the Key Employee Retirement
     Plan.

4.   PIPE AND SKELP OPERATIONS

     In August 1998, the Company announced that, in accordance with its Labor
     Agreement, it planned to discontinue operation of its 22" Mill at its
     Alton, Illinois Plant. Since the announcement, the Company has continued to
     operate the mill, primarily as a result of the decline in scrap prices,
     which has made the operation of the 22" Mill more economical.

     On January 14, 1999 the Company announced, in accordance with its Labor
     Agreement, it had given formal notice to the United Steelworkers of America
     of its intention to permanently discontinue the operations of its Alton,
     Illinois Tube Mill. Although the Company informed officials of the Union of
     its intention, at this date the Company has remained willing to explore
     other alternatives with the Union. The Company continues to meet with the
     Union to determine whether there are realistic alternatives to closing the
     Alton 22" Mill and Tube Mill.



                                       8
<PAGE>   9




     Shutdown of the Alton 22" Mill and Tube Mill could affect the employment of
     certain employees of the Alton Plant. After a final decision is made the
     22" Mill and one of the Company's pipe-making facilities may be sold or
     abandoned, and recording of an impairment charge is likely at that time.

5.   PER SHARE DATA

     Per share amounts have been calculated based on weighted average shares
     outstanding of 4,056,140. Prior to the bankruptcy filing, net loss per
     share was computed by dividing the net loss after deducting preferred
     dividend requirements by the weighted average shares outstanding. In June
     1999 the Company reversed preferred dividends of $126,000 accrued after the
     November 30, 1998 bankruptcy date and a credit of this amount is reflected
     in net loss per share for the quarter ended June 30, 1999.



                                   * * * * * *





                                       9
<PAGE>   10


ITEM 2.   MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
          AND RESULTS OF OPERATIONS

The discussion and analysis below should be read in conjunction with the
unaudited consolidated financial statements of the Company and the notes to the
unaudited consolidated financial statements included elsewhere in the Form 10-Q.

As described in Note 2 to the unaudited consolidated financial statements, the
Company filed voluntary petitions for reorganization under Chapter 11 of the
United States Bankruptcy Code on November 30, 1998. For more information see
Note 2 as well as the Company's Annual Report on Form 10-K for the nine-month
transition period ended September 30, 1998.


LIQUIDITY AND CAPITAL RESOURCES

During the nine months ended June 30, 1999, operating activities provided $16.8
million in cash primarily as the result of decreases in inventory of $1.2
million, decreases in accounts receivable of $6.5 million and increases in
accounts payable and accrued expenses of $5.7 million. Also included were net
proceeds of $3.7 million from a refund from the Internal Revenue Service in
connection with the carryback of certain losses incurred in 1997.

Cash flow used in financing activities included a $16.3 million reduction in
revolving credit borrowings under the Company's bank facility, and payments on
long-term debt of $.3 million.

Under the terms of the Bankruptcy case, liabilities in the amount of $224.4
million are subject to compromise under a plan of reorganization. Pursuant to
the provisions of the Bankruptcy Code and during the pendency of the Bankruptcy
proceeding, the Company does not intend to make contributions to its pension
plans. Generally, actions to enforce or otherwise effect repayment of all
prepetition liabilities as well as all pending litigation against the Company
are stayed while the Company continues its business operations as
debtors-in-possession. The ultimate amount and settlement terms for such
liabilities are subject to a plan of reorganization, and accordingly, are not
presently determinable.

The Company's projections indicate that availability under the DIP Facility
should be adequate to finance its operations through 1999 and all planned
capital expenditures, which, under terms of the DIP Facility, cannot exceed $6.5
million during its thirteen-month term ending December 31, 1999.

Although the Company believes that anticipated cash flows from future operations
and borrowings under the DIP Facility should provide sufficient liquidity for
the Company to meet its debt service requirements, satisfy covenants under the
DIP Facility and fund ongoing operations, there can be no assurance these or
other possible sources will be adequate.


RESULTS OF OPERATIONS

Net sales decreased by $20.5 million in the quarter ended June 30, 1999 compared
to the same period of the prior year. This reflects a 23.1% decrease in steel
shipments, as well as a 5.9% decrease in average sales prices for steel
products. Sales efforts in the quarter ended June 30, 1999 continued to be
hampered by the overall weak demand for steel products. Shipments of wire
products were adversely affected by the shutdown of the Company's Memphis Wire
Mill in July 1998.


                                       10
<PAGE>   11



The cost of products sold decreased $27.5 million or 35.1% in the quarter ended
June 30, 1999. This decrease is the result of the reduction in shipping volume,
a 30.0% decrease in steel scrap prices and lower production costs compared to
the same quarter in the previous year.

Selling, general and administrative expenses decreased from $4.3 million for the
quarter ended June 30, 1998 to $2.6 million for the quarter ended June 30, 1999,
primarily as a result of reductions in the salaried workforce. In the quarter
ended June 30, 1998 the Company also incurred significant costs for outside
business consultants.

The decrease of $1.6 million in interest expense is reflective of a decreased
average balance of borrowings as well as the discontinuance of recording
interest expense on unsecured prepetition debt pursuant to SOP 90-7. Contractual
interest was $2.0 million for the quarter ended June 30, 1999.

Net sales decreased by $56.7 million in the nine months ended June 30, 1999
compared to the same period of the prior year. Steel shipments decreased by
21.5%, and average sales prices for steel products decreased by 6.5%. This
reflects the continued overall low level of demand for steel products, and the
high level of foreign imports. Shipments of wire products declined as the result
of the shutdown of the Company's Memphis Wire Mill.

The cost of products sold decreased $66.7 million or 28.6% for the nine months
ended June 30, 1999. This decrease is the result of a reduction in shipping
volume, a 28.0% decrease in steel scrap prices and lower production costs
compared to the same period in the previous year.

Selling, general and administrative expenses decreased from $12.1 million for
the nine months ended June 30, 1998 to $8.7 million for the nine months ended
June 30, 1999, primarily as a result of reductions in the salaried workforce and
unusual consulting projects in 1998.

The decrease of $2.8 million in interest expense is reflective of a decreased
average balance of borrowings as well as the discontinuance of recording
interest expense on unsecured prepetition debt pursuant to SOP 90-7. Contractual
interest was $6.5 million for the nine months ended June 30, 1999.

As discussed in Note 3, the Company recorded asset impairment and other charges
of $25.0 million in the nine months ended June 30, 1998, and received proceeds
from the settlement of a lawsuit of $1.8 million in the quarter ended December
31, 1998.

YEAR 2000

The Company has been focused on the year 2000 issue since 1996. The first phase
of the Company's year 2000 management was to designate a project leader,
identify specific plant and business operation team leaders and create a list of
business and information systems and non-information systems that required
assessment. The second phase was to form teams to evaluate identified systems
for year 2000 readiness. The Company has completed phase one and two and begun
phase three, which is to develop a schedule to achieve readiness and begin to
repair and/or replace non-ready systems. The Company expects to be year 2000
ready in all material respects by the end of calendar 1999.

BUSINESS AND INFORMATION SYSTEMS ("IT SYSTEMS") - The Company believes that its
mainframe business computer system will be fully year 2000 ready by the end of
calendar 1999. The Company also has desktop computers that will require
replacement or upgrades during 1999.



                                       11
<PAGE>   12



NON-IT SYSTEMS - There are a number of non-IT system issues at the Company's
Alton, Illinois facility. Several systems related to the electric melt shop will
require software upgrades or replacement including the power measurement
software, the ladle metallurgy furnace, the caster control system and the
chemical analysis equipment. The Alton facility's 14-inch mill also has a number
of systems that will require software upgrades or replacement including the
process logic control system and the mill's tracking device and monitor
equipment. In addition, the Company has been unable to independently evaluate
several systems related to the Alton 14" mill and is awaiting response from
various equipment or software vendors as to year 2000 readiness.

No material year 2000 readiness issues have been identified at the Company's
Fremont Wire Mill, Fairless Hills Pipe Mill or the Vandalia Pipe Finishing
Facility.

CUSTOMERS AND VENDORS - The Company has communicated with its significant
customers and vendors to understand their year 2000 issues and how they might
prepare themselves to manage these issues as they relate to the Company. To
date, no significant customers or vendors have informed the Company that a
material year 2000 issue exists which would have a material effect on the
Company. One of the Company's primary sources of electricity, however, has
informed the Company that the utility's critical systems will not be year 2000
compliant until September 1999. If such utility were unable to achieve full year
2000 compliance before December 31, 1999, and electricity is unavailable at such
date, such facility of the Company would be unable to conduct manufacturing
operations which would be a material adverse event.

The Company is in the process of developing a comprehensive contingency plan to
address year 2000 readiness matters that would interfere with or interrupt its
manufacturing process. Although this plan has not been finalized, initial
recommendations from the Company's year 2000 project leader include the
intentional shut-down of the Alton facility immediately prior to Saturday,
January 1, 2000 and a systematic start-up of each separate operating unit within
the Alton facility on the next scheduled day of plant operations.

During calendar 1999, the Company will continually review its progress against
its year 2000 plans and conclude on the appropriate and feasible contingency
plans to reduce its exposure to year 2000 related issues.

Based on the Company's current assessment, the costs of addressing potential
problems are not currently expected to have a material adverse impact on the
Company's financial position, results of operations or cash flows in future
periods. If the Company or its customers or vendors identify year 2000 issues in
the future, however, and are unable to resolve such issues in a timely manner,
it could result in a material financial risk. Accordingly, the Company plans to
devote the necessary resources to resolve all significant year 2000 issues in a
timely manner.

CAUTIONARY STATEMENT FOR PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE
SECURITIES LITIGATION REFORM ACT OF 1995

The foregoing Management's Discussion and Analysis and other portions of this
report on Form 10-Q and previous reports, contain various "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933, as
amended, and Sections 21E of the Securities Exchange Act of 1934, as amended,
which represent the Company's expectations or beliefs concerning future events,
including the following: statements regarding the overall demand for steel;
statements regarding the ability to maintain sales prices; statements regarding
productivity improvement programs; statements regarding the Company's
profitability; statements regarding future borrowing capacity; statements
regarding Year 2000 compliance and statements regarding future pension funding
requirements. In addition, statements containing expressions such as "believes,"
"anticipates" or "expects" used in the Company's periodic reports on Forms 10-K,
10-Q and 8-K filed with the SEC are intended to identify forward-looking
statements.




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<PAGE>   13




Forward-looking statements by the Company and its management are based on
estimates, projections, beliefs and assumptions of management and are not
guarantees of future performance. The Company disclaims any obligation to update
or revise any forward-looking statement based on the occurrence of future
events, the receipt of new information, or otherwise. The Company cautions that
these and similar statements included in this report and in previously filed
periodic reports including reports filed on Forms 10-K, 10-Q and 8-K and further
qualified by important factors that could cause actual results to differ
materially from those in the forward-looking statement, including, without
limitation, the following: decline in sales prices for steel products; increases
in the cost of steel scrap; failure to obtain significant benefits from the
Company's cost reduction and productivity improvement programs; increased
domestic or foreign steel competition; decreases in the market value of the
Company's qualified pension plan assets; increases in financing costs, labor
relations, and adverse developments arising from the Chapter 11 proceedings and
adverse developments in the timing or results from the Company's current
business plan.






















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ITEM 3.   QUANTITIVE AND QUALITIVE DISCLOSURES ABOUT MARKET RISK.

               None

                    PART II - OTHER INFORMATION

ITEM 1.   LEGAL PROCEEDINGS.

               None

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

               (a)  Exhibits

     (3)(a) Registrant's Certificate of Incorporation as restated October 28,
            1996. (Incorporated by reference to Exhibit (3) in Registrant's
            Quarterly Report on Form 10-Q for September 30, 1996.)

     (3)(b) By-laws of Registrant amended October 21, 1998. (Incorporated by
            reference to Exhibit (3)(b) in Registrant's Annual Report on Form
            10-K for the fiscal year ended September 30, 1998.)

     (4)(a) Registrant's Postpetition Loan and Security Agreement dated December
            1, 1998. (Incorporated by reference to Exhibit (4)(e) in
            Registrant's Annual Report on Form 10-K for the fiscal year ended
            September 30, 1998.)

     (4)(b) First Amendment to Postpetition Loan and Security Agreement dated
            December 23, 1998. (Incorporated by reference to Exhibit (4)(f) in
            Registrant's Annual Report on Form 10-K for the fiscal year ended
            September 30, 1998.)

     (4)(c) Second Amendment to Registrant Postpetition Loan and Security
            Agreement dated July 1, 1999.

     (4)(d) Certificate of Designation of Series A Preferred Stock dated July
            30, 1996. (Incorporated by reference to Exhibit (4)(i) in the
            Registrant's Quarterly Report on Form 10-Q for June 30, 1996.)

               (b)  Reports on Form 8-K - None








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                                   SIGNATURES
                                   ----------

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



                              LACLEDE STEEL COMPANY
                 -----------------------------------------------


                               /s/ Michael H. Lane
                      ------------------------------------

                                 Michael H. Lane

                            Executive Vice President

                             Chief Financial Officer



                           Duly Authorized Officer and

                           Principal Financial Officer











Date:     August 6, 1999
     ------------------------------






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