WORTHINGTON ENTERPRISES, INC. — Director's Dealing 2004

Oct 12, 2004

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: WORTHINGTON INDUSTRIES INC (WOR)
CIK: 0000108516
Period of Report: 2004-10-11

Reporting Person: MCCONNELL JOHN P/OH (Director, Chairman/Chief Exec Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2004-10-11	Common Shares	M	6000	$9.30	Acquired	894389	Direct
2004-10-11	Common Shares	P	100	$21.84	Acquired	894489	Direct
2004-10-11	Common Shares	P	900	$21.85	Acquired	895389	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2004-10-11	Employee Stock Option (Right to Purchase)	$9.30	M	6000	Disposed	2011-03-30	Common Shars (6000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Shares	888389	Direct
Common Shares	18799	Indirect
Common Shares	19154	Indirect
Common Shares	17017	Indirect
Common Shares	118000	Indirect
Common Shares	12218	Indirect

Footnotes

F1: The amount listed is based on a plan statement dated as of September 24, 2004, which reflects the most up-to-date information available regarding holdings in the fund under the Worthington Industries, Inc. Deferred Profit Sharing Plan which invests in common shares of the Issuer. Between June 25, 2004 and September 24, 2004, the reporting person acquired 60 common shares in that fund.

F2: This option was granted out of the Worthington Industries, Inc. 1997 Long-Term Incentive Plan and vests at 20% per year beginning on the first anniversary of the grant date (3/30/01). Date listed is the first day any portion of the option vested. Additional portions of 20% of the option vested annually on 3/30/03 and 3/30/04. The remaining portion of the option will vest as to 20,000 common shares on each of 3/30/05 and 3/30/06. The option was also exercised in respect of 20,000 common shares on July 1, 2003.