SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 10-Q

(Mark One)

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

                  For the quarterly period ended March 31, 2000

                                       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 0-14061


                             STEEL TECHNOLOGIES INC.
             (Exact name of registrant as specified in its charter)

                       Kentucky                                 61-0712014
              (State or other jurisdiction of                (I.R.S. Employer
               incorporation or organization)               Identification No.)

                 15415 Shelbyville Road, Louisville, KY         40245
         ---------------------------------------------------------------
               (Address of principal executive offices)      (Zip Code)

                                 (502) 245-2110
              (Registrant's telephone number, including area code)

                                 Not applicable
--------------------------------------------------------------------------------
   (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  Sections  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

There were 10,752,383 shares outstanding of the Registrant's  common stock as of
April 30, 2000.


                                       1
<PAGE>





                             STEEL TECHNOLOGIES INC.

                                      INDEX



                                                                     Page Number
PART I.     FINANCIAL INFORMATION

Item 1. Financial Statements

        Condensed Consolidated Balance Sheets March 31, 2000
        (Unaudited) and September 30, 1999 (Audited) ......................    3

        Condensed Consolidated Statements of Income and Comprehensive
        Income Three months and Six months ended March 31, 2000 and 1999
        (Unaudited) ........................................................   4

        Condensed Consolidated Statements of Cash Flows
        Six months ended March 31, 2000 and 1999 (Unaudited) ..............    5

        Notes to Condensed Consolidated Financial Statements (Unaudited) ..  6-8

Item 2. Management's Discussion and Analysis of Financial Condition and
        Results of Operations ............................................. 9-13

Item 3. Quantitative and Qualitative Disclosures About Market
        Risk ..............................................................   13

PART II.    OTHER INFORMATION

Item 4. Submission of Matters to a Vote of Security Holders ...............   14

Item 6. Exhibits and Reports on Form 8-K ..................................   14


                                       2
<PAGE>


                     Part I. - FINANCIAL INFORMATION
                      Item 1. Financial Statements

                         STEEL TECHNOLOGIES INC.
                  Condensed Consolidated Balance Sheets
<TABLE>
<CAPTION>
                                                       March 31     September 30
                                                         2000           1999
                                                     -----------    ------------
(In thousands)                                       (Unaudited)      (Audited)
--------------------------------------------------------------------------------
<S>                                                   <C>             <C>
ASSETS
Current assets:
   Cash and cash equivalents ...................      $   9,787       $  12,578
   Trade accounts receivable, net ..............         70,504          54,389
   Inventories .................................        105,531          80,625
   Deferred income taxes .......................          2,578           2,426
   Prepaid expenses and other assets ...........            725             474
                                                      ---------       ---------
      Total current assets .....................        189,125         150,492

Property, plant and equipment, net .............        116,362         107,953
Investments in corporate joint ventures ........         20,467          19,858
Goodwill, net of amortization ..................         19,526           9,664
Other assets ...................................          1,991           1,138
                                                      ---------       ---------
                                                      $ 347,471       $ 289,105
                                                      =========       =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
   Accounts payable ............................      $  62,980       $  44,649
   Accrued liabilities .........................          8,041           9,139
   Income taxes payable ........................            719             595
   Long-term debt due within one year ..........          6,233           6,691
                                                      ---------       ---------
      Total current liabilities ................         77,973          61,074

Long-term debt .................................        128,562          90,209
Deferred income taxes ..........................         14,558          12,904
Other long term liabilities ....................            288             479
                                                      ---------       ---------
      Total liabilities ........................        221,381         164,666
                                                      ---------       ---------
Commitments and contingencies ..................           --              --
 Shareholders' equity:
   Preferred stock .............................           --              --
   Common stock ................................         17,258          17,140
   Treasury stock ..............................        (11,765)         (7,123)
   Additional paid-in capital ..................          4,909           4,909
   Retained earnings ...........................        117,505         111,311
   Accumulated other comprehensive loss ........         (1,817)         (1,798)
                                                      ---------       ---------
     Total shareholders' equity ................        126,090         124,439
                                                      ---------       ---------
                                                      $ 347,471       $ 289,105
                                                      =========       =========
</TABLE>


The  accompanying  notes  are an  integral  part of the  condensed  consolidated
financial statements.
                                       3
<PAGE>

                             STEEL TECHNOLOGIES INC.
                   Condensed Consolidated Statements of Income
<TABLE>
<CAPTION>
(In thousands, except per share results)Three Months Ended    Six Months Ended
(Unaudited)                                  March 31             March 31
--------------------------------------------------------------------------------
                                        2000       1999       2000       1999
                                      ------------------------------------------
<S>                                   <C>        <C>        <C>        <C>
Sales ................................ $120,910   $106,891   $225,800   $205,093
Cost of goods sold ...................  106,290     92,366    197,959    177,615
                                       --------   --------   --------   --------
      Gross profit ...................   14,620     14,525     27,841     27,478

Selling, general and
   administrative expenses ...........    7,527      6,422     14,095     12,780
Equity in net income of unconsolidated
  corporate joint venture ............      205        157        609        272
                                       --------   --------   --------   --------
   Operating income ..................    7,298      8,260     14,355     14,970

Interest expense .....................    1,939      1,823      3,283      3,528
                                       --------   --------   --------   --------
   Income before income taxes ........    5,359      6,437     11,072     11,442

Provision for income taxes ...........    2,065      2,544      4,127      4,558
                                       --------   --------   --------   --------
    Net income ....................... $  3,294   $  3,893   $  6,945   $  6,884
                                       --------   --------   --------   --------
Diluted weighted average number of
   common shares outstanding .........   10,929     11,248     11,058     11,344
                                       ========   ========   ========   ========

Diluted earnings per common share .... $   0.30   $   0.35   $   0.63   $   0.61
                                       ========   ========   ========   ========

Basic weighted average number of
   common shares outstanding .........   10,882     11,230     10,989     11,330
                                       ========   ========   ========   ========

Basic earnings per common share ...... $   0.30   $   0.35   $   0.63   $   0.61
                                       ========   ========   ========   ========

Cash dividends per common share ...... $   --     $   --     $   0.06   $   0.05
                                       ========   ========   ========   ========

</TABLE>


            Condensed Consolidated Statements of Comprehensive Income
<TABLE>
<CAPTION>

(In thousands)                        Three Months Ended      Six Months Ended
(Unaudited)                                March 31                March 31
--------------------------------------------------------------------------------
                                        2000       1999       2000        1999
                                   ---------------------------------------------
<S>                                   <C>        <C>        <C>         <C>
Net income ........................   $  3,294   $  3,893   $  6,945   $  6,884
    Foreign currency translation
        adjustment ................        (45)      (761)       (19)      (761)
                                      --------   --------   --------   --------
Comprehensive income ..............   $  3,249   $  3,132   $  6,926   $  6,123
                                      ========   ========   ========   ========
</TABLE>
The  accompanying  notes  are an  integral  part of the  condensed  consolidated
financial statements.


                                       4
<PAGE>

                             STEEL TECHNOLOGIES INC.
                 Condensed Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
(In thousands)                                                Six months ended
(Unaudited)                                                       March 31
--------------------------------------------------------------------------------
                                                             2000       1999
                                                           ---------------------
<S>                                                       <C>         <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
   Net Income .........................................   $  6,945    $  6,884
   Adjustments to reconcile net income to net cash
    (used in) provided by operating activities:
       Depreciation ...................................      6,489       6,079
       Amortization ...................................        263         178
       Deferred income taxes ..........................      1,316         613
       Equity in net income of unconsolidated corporate
       joint venture ..................................       (609)       (272)
       Loss on sale of assets .........................         46          21
       Increase (decrease) in cash resulting from
         changes in:
             Trade accounts receivable ................    (14,324)    (11,513)
             Inventories ..............................    (23,056)      2,872
             Prepaid expenses and other assets .......        (162)     (2,181)
             Accounts payable .........................     16,195      (2,689)
             Accrued liabilities and income taxes .....     (2,041)      3,544
                                                          --------    --------
Net cash (used in) provided by operating activities ...     (8,938)      3,536
                                                          --------    --------
CASH FLOWS FROM INVESTING ACTIVITIES:
   Purchases of property, plant and equipment .........    (11,128)     (8,570)
   Proceeds from sale of property, plant and equipment          86       1,357
   Acquisition, net of cash acquired ..................    (12,122)        --
   Investment in unconsolidated joint venture .........        --         (600)
                                                            ------    --------
Net cash used in investing activities .................    (23,164)     (7,813)
                                                            ------    --------
CASH FLOWS FROM FINANCING ACTIVITIES:
   Proceeds from long-term debt .......................     42,000      15,000
   Principal payments on long-term debt ...............     (6,687)     (8,368)
   Cash dividends on common stock .....................       (665)       (573)
   Repurchase of common stock .........................     (4,642)     (3,277)
   Net issuance of common stock .......................         31         --
   Net issuance of common stock under
     stock option plans ...............................         --          92
   Other ..............................................       (700)        --
                                                          --------    --------
Net cash provided by financing activities .............     29,337       2,874
                                                          --------    --------
Effect of exchange rate changes on cash ...............        (26)       (118)
                                                          --------    --------
Net decrease in cash and cash equivalents .............     (2,791)     (1,521)
Cash and cash equivalents, beginning of year ..........     12,578       4,778
                                                          --------    --------
Cash and cash equivalents, end of period ..............   $  9,787    $  3,257
                                                          ========    ========
Supplemental Cash Flow Disclosures:
Cash payment for interest .............................   $  3,255    $  3,875
                                                          ========    ========
Cash payment for income taxes .........................   $  4,260    $  2,041
                                                          ========    ========
</TABLE>

The  accompanying  notes  are an  integral  part of the  condensed  consolidated
financial statements.

                                       5
<PAGE>

                           STEEL TECHNOLOGIES INC.
              NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
                                   (Unaudited)

1.  BASIS OF PRESENTATION:

The condensed  consolidated balance sheet as of March 31, 2000 and the condensed
consolidated statements of income and comprehensive income for the three and six
months ended March 31, 2000 and 1999, and condensed  consolidated cash flows for
the six months  ended March 31, 2000 and 1999 have been  prepared by the Company
without audit. In the opinion of management, all adjustments (which include only
normal  recurring   adjustments)  necessary  to  present  fairly  the  financial
position,  results of  operations  and cash flows at March 31,  2000 and for all
periods presented have been made.

Certain  information  and footnote  disclosures  normally  included in financial
statements prepared in accordance with generally accepted accounting  principles
have been condensed or omitted.  It is suggested that these condensed  financial
statements  be read in  conjunction  with the  financial  statements  and  notes
thereto  included in the Company's  annual report to  shareholders  for the year
ended  September 30, 1999.  The results of  operations  for the six months ended
March 31, 2000 are not necessarily  indicative of the operating  results for the
full year.

2.  INVENTORIES:

<TABLE>
<CAPTION>
Inventory consists of:
                                                      March 31     September 30
                                                        2000           1999
                                                     ----------    ------------
(In thousands)                                        Unaudited       Audited
------------------------------------------------------------------------------
<S>                                                 <C>               <C>
Raw materials ....................................   $   88,235      $   64,139
Finished goods and work in process ...............       17,296          16,486
                                                     ----------      ----------
                                                     $  105,531      $   80,625
                                                     ==========      ==========
</TABLE>


                                       6
<PAGE>

3.  NET INCOME PER SHARE COMPUTATIONS:

The following is a  reconciliation  of the  denominator of the basic and diluted
per share computations:

<TABLE>
<CAPTION>

                                        Three Months Ended    Six Months Ended
(In thousands, except per share results)     March 31             March 31
--------------------------------------------------------------------------------
                                           2000      1999      2000      1999
                                      ------------------------------------------
<S>                                      <C>       <C>       <C>       <C>
Net income ...........................   $ 3,294   $ 3,893   $ 6,945   $ 6,884
                                         -------   -------   -------   -------
Shares (denominator) used for
  diluted per share computations:
    Weighted average shares of common
       stock outstanding .............    10,882    11,230    10,989    11,330
    Plus: dilutive effect of stock
       options .......................        47        18        69        14
                                         -------   -------   -------   -------
       Diluted weighted average shares    10,929    11,248    11,058    11,344
                                         -------   -------   -------   -------
Shares (denominator) used for
  basic per share computations:
    Weighted average shares of common
       stock outstanding .............    10,882    11,230    10,989    11,330
                                         -------   -------   -------   -------

Net income per share data:
    Diluted ..........................   $  0.30   $  0.35   $  0.63   $  0.61
                                         =======   =======   =======   =======

    Basic ............................   $  0.30   $  0.35   $  0.63   $  0.61
                                         =======   =======   =======   =======
</TABLE>

Options to  purchase  320,000  and  528,000  shares at March 31,  2000 and 1999,
respectively  were  excluded  from the  calculations  above because the exercise
prices  on the  options  were  greater  than  the  average  market  price of the
Company's stock during the periods.

4. ACQUISITION:

On January 12, 2000 the Company completed the purchase of Custom Steel, Inc. and
Custom Steel  Processing  Corp.,  collectively  referred to as Custom Steel. The
purchase price included  $13,350,000 in cash and the assumption of $5,800,000 of
liabilities. Additional contingent payments of up to $3,540,000 may also be made
during the next three years.  The Company financed the acquisition with existing
credit facilities. The Custom Steel acquisition has been accounted for under the
purchase  method of  accounting.  Accordingly,  the results of the operations of
Custom Steel have been included in the  consolidated  financial  statements from
the date of acquisition.
                                      7
<PAGE>

5. SHAREHOLDERS' EQUITY

During 2000,  the Company  amended its  restated  articles of  incorporation  to
increase the number of authorized common shares from 20,000,000 to 50,000,000.

6. IMPACT OF RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS:

In June 1998,  the  Financial  Accounting  Standards  Board issued  Statement of
Financial Accounting  Standards No. 133, "Accounting for Derivative  Instruments
and Hedging Activities" ("SFAS No. 133"). In general, SFAS No. 133 requires that
all  derivatives  be recognized as either assets or  liabilities  in the balance
sheet at their fair  value,  and sets forth the manner in which gains and losses
thereon are to be recorded.  The  treatment of such gains or losses is dependent
upon the type of exposure,  it any, for which the  derivative is designated as a
hedge.  As amended by  Statement  of  Financial  Accounting  Standards  No. 137,
"Accounting for Derivative  Instruments and Hedging Activities - Deferral of the
effective  date for FASB  Statement No 133," This  standard is effective for the
Company's  financial  statements  beginning October 1, 2001, with early adoption
permitted.  Management of the Company  anticipates that the adoption of SFAS No.
133 will not have a material  impact on the  Company's  results of operations or
its financial position.












                                       8
<PAGE>

 Item 2. Management's Discussion and Analysis of Financial Condition and Results
                                  of Operations

When used in the  following  discussion,  the word  "expects"  and other similar
expressions are intended to identify forward-looking statements,  which are made
pursuant to the safe harbor  provisions  of the  Private  Securities  Litigation
Reform Act of 1995. Such forward-looking statements are subject to certain risks
and  uncertainties  that could cause actual  results to differ  materially  from
those projected.  Specific risks and uncertainties  include, but are not limited
to, general business and economic conditions; cyclicality of demand in the steel
industry,  specifically  in the  automotive  market;  work  stoppages;  risks of
business interruptions affecting automotive  manufacturers;  competitive factors
such as pricing and availability of steel; reliance on key customers; ability to
integrate  acquisitions;  and  potential  equipment  malfunctions.  Readers  are
cautioned not to place undue reliance on these forward-looking statements, which
speak only as of the date  hereof.  The  Company  undertakes  no  obligation  to
republish  revised  forward-looking  statements  to reflect  the  occurrence  of
unanticipated events or circumstances after the date hereof.

Results of Operations
---------------------
Steel  Technologies  posted record second quarter sales of $120,910,000  for the
fiscal  quarter  ended  March  31,  2000,  an  increase  of 13%  from  sales  of
$106,891,000  for the second  quarter  ended  March 31,  1999.  Tons  shipped of
Company-owned  steel  products in the second  quarter of fiscal  2000  increased
approximately 8% compared to the second quarter of fiscal 1999 while the average
selling price of Company-owned steel products for the second quarter fiscal 2000
increased  approximately 4% from the previous year. Custom Steel Inc. and Custom
Steel Processing, Inc., collectively Custom Steel (now wholly owned subsidiaries
of the Company),  acquired on January 12, 2000 added  $4,872,000 of revenues for
the second quarter of fiscal 2000.  Sales of existing Steel  Technologies  steel
processing  operations  increased by approximately  $9,147,000 or 9% from a year
ago.

Sales for the six  months  ended  March 31,  2000  increased  by 10% to a record
$225,800,000  compared to $205,093,000  for the six months ended March 31, 1999.
Sales of existing  Steel  Technologies  steel  processing  operations  excluding
Custom Steel  increased  by  approximately  $15,835,000  or 8% from the previous
year's first six months.

Tons shipped in the first six months of fiscal 2000 increased  approximately  8%
compared to the first six months of fiscal 1999. Average selling prices of steel
for the first six months of fiscal 2000 increased  approximately  1% as compared
to the previous  year.  The sales  outlook is solid based on order  activity and
backlogs.

The  Company  focuses  significant  resources  on the  automotive  industry  and
generates a major portion of business from selling manufacturing component parts
to the automotive  industry.  The Company continues to increase market share and
to develop a  substantial  amount of new  business  with both  existing  and new
customers.

                                       9
<PAGE>

The gross profit margin was 12.1% and 12.3% in the second quarter and six months
of fiscal 2000,  respectively  compared to 13.6% and 13.4% in the second quarter
and six months of fiscal 1999,  respectively.  The  decreases  are primarily the
result of increases in raw material prices as compared to the first half of last
year.  Strong  demand for steel  products and the efforts of the domestic  steel
industry to curtail unfair trade  practices of certain  foreign steel  importers
have  significantly  reduced the amount of imported flat rolled products flowing
into the United States. As a result,  the supply of steel from foreign producers
has  declined  significantly  in recent  months,  and  resulted in the  domestic
producers  increasing raw material prices. The Company expects further increases
in raw  material  costs in 2000 and as a result,  expects  gross  margins  to be
negatively  impacted  in the event  that the  Company  is  unable to pass  along
corresponding   sales  price   increases  to  its  customers.   Production  cost
efficiencies and product mix  improvements  may positively  impact gross margins
and somewhat offset rising raw material costs. Additionally,  an increase in the
use of the  Company's  pickling  facility  and  blanking  lines are  expected to
increase the amount of higher margin toll  processing  revenue for the remainder
of fiscal 2000. Toll processing,  primarily of customer-owned  steel,  generates
higher gross margin percentages than the traditional processing of Company-owned
steel.

Steel  Technologies  continues  to actively  manage the level at which  selling,
general  and  administrative  costs  are added to its cost  structure.  Selling,
general  and   administrative   costs  increased   approximately  17%  and  10%,
respectively  from the  comparable  second quarter and first half of fiscal 1999
period.  Selling,  general and administrative  expenses as a percentage of sales
were 6.2% for the second  quarter  of fiscal  2000 as  compared  to 6.0% for the
second quarter of fiscal 1999. Selling, general and administrative expenses as a
percentage  of sales were 6.2% for the six months ended March 31, 2000 and 1999,
respectively.  The increase was primarily  attributable  to additional  expenses
from the addition of Custom Steel and additional  marketing  expenses to support
recent  capacity  expansions  in Ohio and South  Carolina  and  sales  growth in
Mexico.

The  Company's  share  of the  income  of  Mi-Tech  Steel,  Inc.,  (Mi-Tech)  an
unconsolidated corporate joint venture, was $205,000 and $609,000,  respectively
for the second  quarter and six months of fiscal 2000  compared to $157,000  and
$272,000,  respectively  for the second  quarter and six months  ended March 31,
1999.  Improvements  in demand for  Mi-Tech  products  and  services  positively
impacted  Mi-Tech's  profitability for the first half of fiscal 2000 as compared
to  the  first  half  of  fiscal  1999.  The  Company   expects  similar  income
contributions from Mi-Tech for the remainder of the current fiscal year.

Net  interest  expense  for the  second  quarter of fiscal  2000 was  $1,939,000
compared to $1,823,000  for the second  quarter of fiscal 1999.  The increase is
the  result  primarily  of  higher  average   borrowings  used  to  finance  the
acquisition  of Custom  Steel  and the  Company's  working  capital  needs.  The
increase  was  partially  offset from the  amortization  of a gain  generated by
terminating an interest rate swap agreement in fiscal 1999.

                                       10
<PAGE>

Net  interest  expense  for the first six months of fiscal  2000 was  $3,283,000
compared to  $3,528,000  for first six months of fiscal 1999.  Although  average
borrowings and the interest rate for borrowings  increased  during the first six
months of fiscal  2000  compared  to the first six  months of fiscal  1999,  the
effect of the interest  rate swap  agreement in fiscal 1999  produced an overall
decrease in net interest expense.

The Company expects higher interest  expenses in subsequent  quarters due to the
generally  higher level of market  interest rates as a result of Federal Reserve
monetary policy.

The  Company's  effective  income  tax rate was  approximately  38.5% and 37.3%,
respectively  for the second  quarter and six months of fiscal 2000  compared to
39.5% and 39.8% for the  comparable  periods of fiscal  1999.  The  decrease  is
attributable to a higher  percentage of overall  earnings from the Mi-Tech joint
venture,  which are not fully taxable to the Company and lower taxable  earnings
for the Company's Mexican subsidiary.

Liquidity and Capital Resources
-------------------------------

As of March 31, 2000,  Steel  Technologies  had $111,152,000 of working capital,
maintained  a  current  ratio  of  2.4:1  and had  total  debt  at 52% of  total
capitalization.   The  Company  continues  to  manage  the  levels  of  accounts
receivable,  inventories  and other  working  capital  items in  relation to the
trends in sales and the overall market. For the first six months of fiscal 2000,
increased inventory levels and higher accounts receivables to support the growth
in sales,  partially offset with an increase in accounts payable  contributed to
the use of $8,938,000 of cash from  operations.  Cash flows from  operations and
available  borrowing  capabilities are expected to meet the needs of the Company
throughout fiscal 2000.
Capital expenditures for the six months of fiscal 2000 totaled $11,128,000.  The
major  expenditures  were  for the  construction  of the new  Matamoros,  Mexico
facility,  the  completion  of the  Ohio  plant  expansion  and  other  capacity
expansion projects.  Steel Technologies  continues to expand production capacity
and  processing  facilities to serve the growing needs of customers.  For fiscal
2000, the capital  additions to all facilities,  including the completion of the
construction of the Matamoros, Mexico facility,  expansion of Steel Technologies
processing  capabilities and the recently completed  acquisition of Custom Steel
are expected to approximate $26,000,000.

On January 12, 2000 the Company  completed  the  purchase of Custom  Steel.  The
purchase price included  $13,350,000 in cash and the assumption of $5,800,000 of
liabilities. Additional contingent payments of up to $3,540,000 may also be made
during the next three years.  The Company financed the acquisition with existing
credit facilities. The Custom Steel acquisition has been accounted for under the
purchase  method of  accounting.  Accordingly,  the results of the operations of
Custom Steel have been included in the  consolidated  financial  statements from
the date of acquisition.

Steel Technologies  maintains an equity investment of approximately  $13,944,000
in its 90%-owned Mexican subsidiary.

                                       11
<PAGE>

As of January 1, 1999,  the Mexican  subsidiary  uses the peso as the functional
currency and the assets and liabilities of the Mexican subsidiary are translated
into U.S. dollars at the period end rate of exchange,  and revenues and expenses
are  translated  at average  rates of  exchanges  in effect  during the periods.
Resulting  translation  adjustments are reported as a component of comprehensive
income. Foreign currency transaction gains and losses are included in net income
when  incurred.  Prior to January 1, 1999,  the Mexican  economy was  considered
hyper-inflationary.  Accordingly,  the  Company  used the  monetary/non-monetary
method   of   accounting   for   foreign   currency   translation.   Under   the
monetary/non-monetary   method,   non-monetary   assets  and  liabilities   were
translated at historical  rates of exchange and the functional  currency was the
U.S. dollar.

The Company maintains an investment of approximately $1,000,000,  principally in
the preferred  stock of Processing  Technology,  Inc., a corporate joint venture
accounted for using the cost method.

Pursuant  to a  joint  venture  agreement,  Steel  Technologies  has  guaranteed
$8,250,000 of the bank financing  required for the working  capital  purposes of
Mi-Tech.  Additional equity  contributions to the joint venture are not expected
for the  foreseeable  future,  but if required  would be financed with available
funds from the Company's bank line of credit.

The Company has a $100,000,000 line of credit agreement expiring on December 31,
2001,  with various  variable  options on the interest  rate,  none of which are
greater  than the bank's  prime.  During the first six months of fiscal 2000 the
Company borrowed  $42,000,000 for the purchase of Custom Steel,  construction of
the Matamoros, Mexico facility and for working capital needs. At March 31, 2000,
there was $99,000,000 outstanding on the credit facility.

In April 2000, the Company entered into an additional $15,000,000 line of credit
agreement  expiring on December 31, 2000, with various  variable  options on the
interest rate, none of which are greater than the bank's prime.

The lines of credit  are  expected  to be  sufficient  to  finance  the  capital
expenditure  plans as well as the working capital needs for fiscal 2000. At this
time the Company has no known material obligations,  commitments or demands that
must be met beyond  the next  twelve  months  other  than the  ten-year  private
placement  notes and the  unsecured  bank lines of credit.  The  ten-year  notes
require  principal  payments  through  March 2005 and the  $100,000,000  line of
credit is expected to be renewed at the end of the term. The Company  expects to
retire the additional  $15,000,000 line of credit upon maturity.  Any additional
funds will be used for growth,  including strategic acquisitions,  investment in
joint ventures, construction of new plant capacity, and investment in production
and processing capabilities.  The form of such financing may vary depending upon
the prevailing market and related conditions, and may include short or long-term
borrowings or the issuance of debt or equity securities.

                                       12
<PAGE>

At March 31,  2000,  Steel  Technologies  had  $134,795,000  of  long-term  debt
outstanding.  Under  various  debt  agreements,  the Company  agrees to maintain
specified  levels of working capital and net worth,  maintain certain ratios and
limit the addition of substantial  debt.  The Company is in compliance  with all
loan  covenants,  and none of these  covenants  would restrict the completion of
currently planned capital expenditures.

On April 28, 2000,  the Board of  Directors  approved an  additional  plan under
which the Company may  repurchase  2,500,000  shares of its common  stock.  This
recent  approval  increased  the number of shares the  Company  may  purchase to
2,500,000 shares from 1,500,000 shares, an increase of 1,000,000 shares.  Shares
may be  purchased  from  time to  time  at  prevailing  prices  in  open  market
transactions,   subject   to   market   conditions,   share   price   and  other
considerations.  From the  inception  of the  program,  the Company  repurchased
approximately  1,276,000  shares of common stock,  including  396,000 during the
first six months of fiscal 2000.

Steel Technologies believes all manufacturing  facilities are in compliance with
applicable  federal  and state  environmental  regulations.  The  Company is not
presently aware of any fact or circumstance, which would require the expenditure
of material amounts for environmental compliance.

       Item 3. Quantitative and Qualitative Disclosures About Market Risk

There has been no material  change  during the first six months  ended March 31,
2000 from the  disclosures  about market risk provided in the  Company's  Annual
Report on Form10-K for the year ended September 30, 1999.

                                       13
<PAGE>

                          Part II. - Other Information

           Item 4. Submission of Matters to a Vote of Security Holders

The annual meeting of shareholders was held on January 27, 2000.  The matters
voted upon at the meeting were the election of three directors for three-year
terms, ratification of independent auditors for the current fiscal year,
ratification of an amendment to the Company's restated articles of incorporation
to increase the number of authorized common shares from 20,000,000 to 50,000,000
and ratification of the Company's 2000 stock option plan.

The number of votes cast for, against or withheld with respect to each nominee
for director elected at the meeting were as follows:

Nominee           Votes For         Votes Against     Votes Withheld

Ralph W. McIntyre 8,776,398               0                   900,133
Jimmy Dan Conner  8,776,398               0                   900,133
Andrew J. Payton  8,776,383               0                   900,148

The number of votes cast for, against or abstained with respect to the selection
of PricewaterhouseCoopers LLP as the Company's independent accountants were as
follows:

                  Votes For         Votes Against       Abstained
                  9,648,659                9,372                 18,501

The number of votes cast for, against or withheld with respect to ratification
of an amendment to the Company's restated articles of incorporation to increase
the number of authorized common shares from 20,000,000 to 50,000,000 were as
follows:

                  Votes For         Votes Against        Abstained
                  7,648,929             2,002,967                 24,635

The number of votes cast for, against or withheld with respect to ratification
of the Company's 2000 stock option plan were as follows:

                  Votes For         Votes Against        Abstained
                  8,372,396             1,260,797                 43,338


                    Item 6. Exhibits and Reports on Form 8-K

(a) The following exhibit is filed as a part of this report:

EXHIBIT 27  -- FINANCIAL DATA SCHEDULE

                                       14
<PAGE>

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.







   STEEL TECHNOLOGIES INC.
        (Registrant)







  By  ___________________________________
               Joseph P. Bellino
            Chief Financial Officer
           (Principal Financial and
           Chief Accounting Officer)




Dated May 12, 2000