As  filed  with  the  Securities and Exchange Commission on April 17, 1998.
                                                    Registration No. 333-
===============================================================================

                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.   20549

                                 __________

                                  FORM S-8

                           REGISTRATION STATEMENT
                                    under
                         THE SECURITIES ACT OF 1933
                                 __________

                           BAYOU STEEL CORPORATION
           (Exact name of registrant as specified in its charter)

          DELAWARE                                      72-1125783
(State or other jurisdiction                         (I.R.S. Employer
of incorporation or organization)                   Identification No.)

                                 RIVER ROAD
                               P. O. BOX 5000
                          LAPLACE, LOUISIANA 70069
                      (Address, including zip code, of
                  registrant's principal executive offices)

          BAYOU STEEL CORPORATION 1991 EMPLOYEES' STOCK OPTION PLAN
                           (Full title of the plan)

                                  __________

                               HOWARD M. MEYERS
                    CHAIRMAN AND CHIEF EXECUTIVE OFFICER
                                  RIVER ROAD
                                P. O. BOX 5000
                           LAPLACE, LOUISIANA 70069
                                (504) 652-4900
           (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                                    Copy to:

                               MARGARET F. MURPHY
         JONES, WALKER, WAECHTER, POITEVENT,  CARRERE & DENEGRE,L.L.P.
                             201 ST. CHARLES AVENUE
                       NEW ORLEANS, LOUISIANA 70170-5100

                         CALCULATION OF REGISTRATION FEE


<TABLE>
<CAPTION>
===========================================================================================================
                                Amount             Proposed maximum     Proposed maximum     Amount of
Title of securities             to be               offering price         aggregate         registration
to be registered                registered(1)          per unit          offering price      fee
<S>                             <C>                <C>                  <C>                  <C>
-----------------------------------------------------------------------------------------------------------
Class A Common Stock
($.01 par value per share)..... 115,000 shares     $ 4.375(2)           $   503,125(2)       $    148.42(2)
                                485,000 shares       8.85(3)              4,292,250(3)          1,266.22(3)
                               --------                                 -----------          -----------
Total Common Stock............  600,000 shares                          $ 4,795,375          $  1,414.64
===========================================================================================================
</TABLE>

(1)  Upon a stock split, stock dividend or similar transaction  in  the future
     and during the effectiveness of this Registration Statement involving  the
     Class A Common Stock of the Company, the number of shares registered shall
     be  automatically  increased  to cover the additional shares in accordance
     with Rule 416(a) under the Securities Act of 1933.
(2)  Computed in accordance with Rule  457(h)(1)  under  the Securities Act of
     1933, based on the price at which outstanding options may be exercised.
(3) Estimated  solely  for  the  purpose of calculating the registration  fee
     pursuant to Rule 457(c) under the  Securities  Act  of  1933, based on the
     average  of the high and low price per share of the Common  Stock  on  the
     American Stock Exchange on April 15, 1998.
===============================================================================


                                  PART II

             INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     The  following  documents,  which  have  been  filed  by  Bayou  Steel
Corporation  (the  "Company")  with  the Securities and Exchange Commission
(the "Commission"), are incorporated herein by reference:

     (a)  The Company's Annual Report  on  Form  10-K  for  the fiscal year
ended  September  30,  1997 filed pursuant to Section 13 of the  Securities
Exchange Act of 1934 (the "1934 Act");

     (b)  The Company's Quarterly Report on Form 10-Q for the quarter ended
December 31, 1997 filed pursuant to Section 13 of the 1934 Act;

     (c)  All other reports  filed  by  the  Company  with  the  Commission
pursuant to Section 13 of the 1934 Act since September 30, 1997; and

     (d)  The  description  of  the Company's Common Stock included in  the
Company's Registration Statement on Form 8-A filed July 8, 1988, as amended
by  Form 8 filed July 25, 1988, by  incorporation  by  reference  from  the
Company's Registration Statement on Form S-1 (Registration No. 33-22603).

     All  documents  filed  by  the Company with the Commission pursuant to
Sections 13(a), 13(c), 14 and 15(d)  of the 1934 Act subsequent to the date
of this Registration Statement and prior  to the filing of a post-effective
amendment that indicates that all securities offered have been sold or that
deregisters  all  securities then remaining unsold  shall,  except  to  the
extent otherwise provided  by  Regulation S-K or any other rule promulgated
by  the Commission, be deemed to  be  incorporated  by  reference  in  this
Registration  Statement  and  to  be part hereof from the date of filing of
such documents.

ITEM 4.   DESCRIPTION OF SECURITIES.

     Not applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Article 13(b) of the Company's  Restated  Certificate of Incorporation
provides as follows:

          No director shall be personally liable to the Company or any
     of  its  stockholders  for  monetary damages for  any  breach  of
     fiduciary duty as a director  for  any  act or omission occurring
     subsequent  to  the date when this provision  becomes  effective,
     except that such director may be liable (i) for any breach of the
     director's  duty  of   loyalty   to   the   Corporation   or  its
     stockholders,  (ii)  for  acts or omissions not in good faith  or
     which involve intentional misconduct  or  a  knowing violation of
     law, (iii) under Section 174 of the Delaware General  Corporation
     Law, or (iv) for any transaction from which the director  derived
     an improper personal benefit.

     Section  102(b)(7)  of  the Delaware General Corporation Law allows  a
provision such as Article 13(b)  of  the Certificate of Incorporation to be
included in a corporation's certificate of incorporation.

     Article  13(a)  of  the  Corporation's  Certificate  of  Incorporation
provides  that  the Corporation shall  indemnify,  to  the  fullest  extent
permitted by Section  145  of  the  Delaware  General Corporation Law, each
person that such Section grants the Corporation the power to indemnify.

     Section 145 of the Delaware General Corporation  Law  provides in part
that a corporation may indemnify any director, officer, employee  or  agent
of the corporation against expenses (including attorneys' fees), judgments,
fines  and  amounts  paid in settlement actually and reasonably incurred by
him in connection with any action, suit or proceeding to which he is or was
a party or is threatened  to be made a party (including any action by or in
the right of the corporation)  if  he acted in good faith and in the manner
he reasonably believed to be in or not opposed to the best interests of the
corporation,  and,  with  respect to any  criminal  conduct  was  unlawful;
provided that in case of actions by or in the right of the corporation, the
indemnity shall be limited to expenses (including attorneys' fees) actually
and reasonably incurred in  connection  with  the  defense or settlement of
such  action  if  he  acted  in  good faith and in a manner  he  reasonably
believed to be in or not opposed to  the  best interests of the corporation
and except that no indemnification shall be  available if such person shall
have been adjudged to be liable to the corporation  unless  and only to the
extent that the court shall determine otherwise.  It must be  shown  in any
such indemnification that the applicable standard of conduct has been  met.
To  the  extent  that  a  director,  officer  or  employee  or  agent  of a
corporation  has  been  successful on the merits or otherwise in defense of
any such action, suit or  proceeding,  or of any claim therein, he shall be
indemnified  against  expenses (including  attorneys'  fees)  actually  and
reasonably incurred by him in connection therewith.

     Section 145 also provides  that  expenses  incurred  by  an officer or
director  in defending a civil or criminal action, suit or proceeding,  may
be paid by  the  Corporation  in  advance  of the final disposition of such
action upon receipt of an undertaking by such  director or officer to repay
such amount if it is ultimately determined that  he  is  not entitled to be
indemnified by the corporation.

     The  indemnification  and  advancement  of  expenses provided  by  the
Delaware corporation law are not exclusive of any other rights which may be
granted under any by-law, agreement, vote of stockholders  or disinterested
directors  or  otherwise.   A  corporation  has  the power to purchase  and
maintain insurance on behalf of any persons who is  or  was  acting for the
corporation, regardless of whether the corporation has the legal  authority
to indemnify the insured person against such liability.

     The  Registrant  has  purchased  a  policy  of  director  and  officer
liability  insurance  covering  certain  liabilities, including liabilities
under the Securities Act of 1933.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

     Not applicable.

ITEM 8.   EXHIBITS.

     5    Opinion  of  Jones,  Walker, Waechter,  Poitevent,  Carrere  &
          Denegre, L.L.P.

     23.1 Consent of Arthur Andersen LLP.

     23.2 Consent  of  Jones, Walker,  Waechter,  Poitevent,  Carrere  &
          Denegre, L.L.P. (included in Exhibit 5).

ITEM 9.   UNDERTAKINGS.

     (a)  The undersigned registrant hereby undertakes:

          (1)  To file,  during  any  period  in  which offers or sales are
being  made, a post-effective amendment to this registration  statement  to
include  any  material information with respect to the plan of distribution
not previously  disclosed  in  the  registration  statement or any material
change to such information in the registration statement.

          (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment  shall be deemed
to  be  a  new  registration  statement relating to the securities  offered
therein, and the offering of such  securities  at that time shall be deemed
to be the initial bona fide offering thereof.

          (3)  To  remove from registration by means  of  a  post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

     (b)  The undersigned  registrant  hereby undertakes that, for purposes
of determining any liability under the Securities  Act of 1933, each filing
of  the  registrant's annual report pursuant to section  13(a)  or  section
15(d) of the  Securities  Exchange Act of 1934 (and, where applicable, each
filing of an employee benefit  plan's  annual  report  pursuant  to section
15(d)  of  the  Securities  Exchange  Act of 1934) that is incorporated  by
reference  in the registration statement  shall  be  deemed  to  be  a  new
registration  statement relating to the securities offered therein, and the
offering of such  securities at that time shall be deemed to be the initial
bona fide offering thereof.

     (c)  Insofar as  indemnification  for  liabilities  arising  under the
Securities  Act  of  1933  may  be  permitted  to  directors,  officers and
controlling persons of the registrant pursuant to the foregoing provisions,
or  otherwise, the registrant has been advised that in the opinion  of  the
Securities  and  Exchange Commission such indemnification is against public
policy as expressed  in  the  Act and is, therefore, unenforceable.  In the
event that a claim for indemnification against such liabilities (other than
the payment by the registrant of  expenses  incurred or paid by a director,
officer or controlling person of the registrant  in  the successful defense
of any action, suit or proceeding) is asserted by such director, officer or
controlling person in connection with the securities being  registered, the
registrant will, unless in the opinion of its counsel the matter  has  been
settled  by  controlling  precedent,  submit  to  a  court  of  appropriate
jurisdiction the question of whether such indemnification by it is  against
public  policy  as  expressed  in the Act and will be governed by the final
adjudication of such issue.



                                 SIGNATURES

      Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  the
Registrant certifies that  it  has  reasonable grounds to believe that it meets
all  the  requirements  for  filing  on Form  S-8  and  has  duly  caused  this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of LaPlace,  State  of  Louisiana  on February 25,
1998.

                                            BAYOU STEEL CORPORATION


                                            By:    /S/ HOWARD M. MEYERS
                                                   Howard M. Meyers
                                                   Chairman of the Board and
                                                   Chief Executive Officer

                              POWER OF ATTORNEY


      KNOW ALL MEN BY THESE PRESENTS, that each person whose signature  appears
immediately  below  constitutes  and  appoints  Howard M. Meyers and Richard J.
Gonzalez, and each of them acting individually, his  true  and lawful attorney-
in-fact and agent, with full power of substitution, for him  and  in  his name,
place  and  stead,  in  any  and all capacities, to sign any and all amendments
(including post-effective amendments)  to  this  Registration Statement, and to
file  the  same with all exhibits thereto, and other  documents  in  connection
therewith, with  the  Securities  and  Exchange  Commission, granting unto said
attorney-in-fact and agent full power and authority  to do and perform each and
every act and thing requisite and necessary to be done, as fully to all intents
and purposes as he might or could do in person, hereby ratifying and confirming
all that said attorney-in-fact and agent or his substitute  or  substitutes may
lawfully do or cause to be done by virtue hereof.

      Pursuant to the requirements of the Securities Act of 1933,  as  amended,
this  Registration  Statement  has been signed by the following persons in  the
capacities and on the dates indicated.

        SIGNATURE                       TITLE                   DATE


  /S/ HOWARD M. MEYERS      Chairman of the Board, Chief     February 25, 1998
    Howard M. Meyers       Executive Officer and Director


   /S/ JERRY M. PITTS        President, Chief Operating      February 25, 1998
     Jerry M. Pitts             Officer and Director


 /S/ RICHARD J. GONZALEZ    Vice President, Chief Financial  February 25, 1998
   Richard J. Gonzalez    Officer, Treasurer and Secretary


  /S/ LAWRENCE E. GOLUB               Director               February 25, 1998
    Lawrence E. Golub


   /S/ MELVYN N. KLEIN                Director               February 25, 1998
     Melvyn N. Klein


 /S/ ALBERT P. LOSPINOSO              Director               February 25, 1998
   Albert P. Lospinoso


  /S/ STANLEY S. SHUMAN               Director               February 25, 1998
    Stanley S. Shuman


 /S/ JEFFREY P. SANGALIS              Director               February 25, 1998
   Jeffrey P. Sangalis
[{"type": "S-8", "sequence": "1", "secsgml_size_bytes": 16687}]
{"company-data": {"conformed-name": "BAYOU STEEL CORP", "cik": "0000807877", "assigned-sic": "3312", "irs-number": "721125783", "state-of-incorporation": "DE", "fiscal-year-end": "0930"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-50365", "film-number": "98596418"}, "business-address": {"street1": "RIVER RD", "street2": "P O BOX 5000", "city": "LA PLACE", "state": "LA", "zip": "70069", "phone": "5046524900"}}
As  filed  with  the  Securities and Exchange Commission on April 17, 1998.
                                                    Registration No. 333-
===============================================================================

                     SECURITIES AND EXCHANGE COMMISSION
                          Washington, D.C.   20549

                                 __________

                                  FORM S-8

                           REGISTRATION STATEMENT
                                    under
                         THE SECURITIES ACT OF 1933
                                 __________

                           BAYOU STEEL CORPORATION
           (Exact name of registrant as specified in its charter)

          DELAWARE                                      72-1125783
(State or other jurisdiction                         (I.R.S. Employer
of incorporation or organization)                   Identification No.)

                                 RIVER ROAD
                               P. O. BOX 5000
                          LAPLACE, LOUISIANA 70069
                      (Address, including zip code, of
                  registrant's principal executive offices)

          BAYOU STEEL CORPORATION 1991 EMPLOYEES' STOCK OPTION PLAN
                           (Full title of the plan)

                                  __________

                               HOWARD M. MEYERS
                    CHAIRMAN AND CHIEF EXECUTIVE OFFICER
                                  RIVER ROAD
                                P. O. BOX 5000
                           LAPLACE, LOUISIANA 70069
                                (504) 652-4900
           (Name, address, including zip code, and telephone number,
                   including area code, of agent for service)

                                    Copy to:

                               MARGARET F. MURPHY
         JONES, WALKER, WAECHTER, POITEVENT,  CARRERE & DENEGRE,L.L.P.
                             201 ST. CHARLES AVENUE
                       NEW ORLEANS, LOUISIANA 70170-5100

                         CALCULATION OF REGISTRATION FEE
===========================================================================================================
                                Amount             Proposed maximum     Proposed maximum     Amount of
Title of securities             to be               offering price         aggregate         registration
to be registered                registered(1)          per unit          offering price      fee
-----------------------------------------------------------------------------------------------------------
Class A Common Stock
($.01 par value per share)..... 115,000 shares     $ 4.375(2)           $   503,125(2)       $    148.42(2)
                                485,000 shares       8.85(3)              4,292,250(3)          1,266.22(3)
                               --------                                 -----------          -----------
Total Common Stock............  600,000 shares                          $ 4,795,375          $  1,414.64
===========================================================================================================
(1)  Upon a stock split, stock dividend or similar transaction  in  the future
     and during the effectiveness of this Registration Statement involving  the
     Class A Common Stock of the Company, the number of shares registered shall
     be  automatically  increased  to cover the additional shares in accordance
     with Rule 416(a) under the Securities Act of 1933.
(2)  Computed in accordance with Rule  457(h)(1)  under  the Securities Act of
     1933, based on the price at which outstanding options may be exercised.
(3) Estimated  solely  for  the  purpose of calculating the registration  fee
     pursuant to Rule 457(c) under the  Securities  Act  of  1933, based on the
     average  of the high and low price per share of the Common  Stock  on  the
     American Stock Exchange on April 15, 1998.
===============================================================================

                                  PART II

             INFORMATION REQUIRED IN THE REGISTRATION STATEMENT

ITEM 3.   INCORPORATION OF DOCUMENTS BY REFERENCE.

     The  following  documents,  which  have  been  filed  by  Bayou  Steel
Corporation  (the  "Company")  with  the Securities and Exchange Commission
(the "Commission"), are incorporated herein by reference:

     (a)  The Company's Annual Report  on  Form  10-K  for  the fiscal year
ended  September  30,  1997 filed pursuant to Section 13 of the  Securities
Exchange Act of 1934 (the "1934 Act");

     (b)  The Company's Quarterly Report on Form 10-Q for the quarter ended
December 31, 1997 filed pursuant to Section 13 of the 1934 Act;

     (c)  All other reports  filed  by  the  Company  with  the  Commission
pursuant to Section 13 of the 1934 Act since September 30, 1997; and

     (d)  The  description  of  the Company's Common Stock included in  the
Company's Registration Statement on Form 8-A filed July 8, 1988, as amended
by  Form 8 filed July 25, 1988, by  incorporation  by  reference  from  the
Company's Registration Statement on Form S-1 (Registration No. 33-22603).

     All  documents  filed  by  the Company with the Commission pursuant to
Sections 13(a), 13(c), 14 and 15(d)  of the 1934 Act subsequent to the date
of this Registration Statement and prior  to the filing of a post-effective
amendment that indicates that all securities offered have been sold or that
deregisters  all  securities then remaining unsold  shall,  except  to  the
extent otherwise provided  by  Regulation S-K or any other rule promulgated
by  the Commission, be deemed to  be  incorporated  by  reference  in  this
Registration  Statement  and  to  be part hereof from the date of filing of
such documents.

ITEM 4.   DESCRIPTION OF SECURITIES.

     Not applicable.

ITEM 5.   INTERESTS OF NAMED EXPERTS AND COUNSEL.

     Not applicable.

ITEM 6.   INDEMNIFICATION OF DIRECTORS AND OFFICERS.

     Article 13(b) of the Company's  Restated  Certificate of Incorporation
provides as follows:

          No director shall be personally liable to the Company or any
     of  its  stockholders  for  monetary damages for  any  breach  of
     fiduciary duty as a director  for  any  act or omission occurring
     subsequent  to  the date when this provision  becomes  effective,
     except that such director may be liable (i) for any breach of the
     director's  duty  of   loyalty   to   the   Corporation   or  its
     stockholders,  (ii)  for  acts or omissions not in good faith  or
     which involve intentional misconduct  or  a  knowing violation of
     law, (iii) under Section 174 of the Delaware General  Corporation
     Law, or (iv) for any transaction from which the director  derived
     an improper personal benefit.

     Section  102(b)(7)  of  the Delaware General Corporation Law allows  a
provision such as Article 13(b)  of  the Certificate of Incorporation to be
included in a corporation's certificate of incorporation.

     Article  13(a)  of  the  Corporation's  Certificate  of  Incorporation
provides  that  the Corporation shall  indemnify,  to  the  fullest  extent
permitted by Section  145  of  the  Delaware  General Corporation Law, each
person that such Section grants the Corporation the power to indemnify.

     Section 145 of the Delaware General Corporation  Law  provides in part
that a corporation may indemnify any director, officer, employee  or  agent
of the corporation against expenses (including attorneys' fees), judgments,
fines  and  amounts  paid in settlement actually and reasonably incurred by
him in connection with any action, suit or proceeding to which he is or was
a party or is threatened  to be made a party (including any action by or in
the right of the corporation)  if  he acted in good faith and in the manner
he reasonably believed to be in or not opposed to the best interests of the
corporation,  and,  with  respect to any  criminal  conduct  was  unlawful;
provided that in case of actions by or in the right of the corporation, the
indemnity shall be limited to expenses (including attorneys' fees) actually
and reasonably incurred in  connection  with  the  defense or settlement of
such  action  if  he  acted  in  good faith and in a manner  he  reasonably
believed to be in or not opposed to  the  best interests of the corporation
and except that no indemnification shall be  available if such person shall
have been adjudged to be liable to the corporation  unless  and only to the
extent that the court shall determine otherwise.  It must be  shown  in any
such indemnification that the applicable standard of conduct has been  met.
To  the  extent  that  a  director,  officer  or  employee  or  agent  of a
corporation  has  been  successful on the merits or otherwise in defense of
any such action, suit or  proceeding,  or of any claim therein, he shall be
indemnified  against  expenses (including  attorneys'  fees)  actually  and
reasonably incurred by him in connection therewith.

     Section 145 also provides  that  expenses  incurred  by  an officer or
director  in defending a civil or criminal action, suit or proceeding,  may
be paid by  the  Corporation  in  advance  of the final disposition of such
action upon receipt of an undertaking by such  director or officer to repay
such amount if it is ultimately determined that  he  is  not entitled to be
indemnified by the corporation.

     The  indemnification  and  advancement  of  expenses provided  by  the
Delaware corporation law are not exclusive of any other rights which may be
granted under any by-law, agreement, vote of stockholders  or disinterested
directors  or  otherwise.   A  corporation  has  the power to purchase  and
maintain insurance on behalf of any persons who is  or  was  acting for the
corporation, regardless of whether the corporation has the legal  authority
to indemnify the insured person against such liability.

     The  Registrant  has  purchased  a  policy  of  director  and  officer
liability  insurance  covering  certain  liabilities, including liabilities
under the Securities Act of 1933.

ITEM 7.   EXEMPTION FROM REGISTRATION CLAIMED.

     Not applicable.

ITEM 8.   EXHIBITS.

     5    Opinion  of  Jones,  Walker, Waechter,  Poitevent,  Carrere  &
          Denegre, L.L.P.

     23.1 Consent of Arthur Andersen LLP.

     23.2 Consent  of  Jones, Walker,  Waechter,  Poitevent,  Carrere  &
          Denegre, L.L.P. (included in Exhibit 5).

ITEM 9.   UNDERTAKINGS.

     (a)  The undersigned registrant hereby undertakes:

          (1)  To file,  during  any  period  in  which offers or sales are
being  made, a post-effective amendment to this registration  statement  to
include  any  material information with respect to the plan of distribution
not previously  disclosed  in  the  registration  statement or any material
change to such information in the registration statement.

          (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment  shall be deemed
to  be  a  new  registration  statement relating to the securities  offered
therein, and the offering of such  securities  at that time shall be deemed
to be the initial bona fide offering thereof.

          (3)  To  remove from registration by means  of  a  post-effective
amendment any of the securities being registered which remain unsold at the
termination of the offering.

     (b)  The undersigned  registrant  hereby undertakes that, for purposes
of determining any liability under the Securities  Act of 1933, each filing
of  the  registrant's annual report pursuant to section  13(a)  or  section
15(d) of the  Securities  Exchange Act of 1934 (and, where applicable, each
filing of an employee benefit  plan's  annual  report  pursuant  to section
15(d)  of  the  Securities  Exchange  Act of 1934) that is incorporated  by
reference  in the registration statement  shall  be  deemed  to  be  a  new
registration  statement relating to the securities offered therein, and the
offering of such  securities at that time shall be deemed to be the initial
bona fide offering thereof.

     (c)  Insofar as  indemnification  for  liabilities  arising  under the
Securities  Act  of  1933  may  be  permitted  to  directors,  officers and
controlling persons of the registrant pursuant to the foregoing provisions,
or  otherwise, the registrant has been advised that in the opinion  of  the
Securities  and  Exchange Commission such indemnification is against public
policy as expressed  in  the  Act and is, therefore, unenforceable.  In the
event that a claim for indemnification against such liabilities (other than
the payment by the registrant of  expenses  incurred or paid by a director,
officer or controlling person of the registrant  in  the successful defense
of any action, suit or proceeding) is asserted by such director, officer or
controlling person in connection with the securities being  registered, the
registrant will, unless in the opinion of its counsel the matter  has  been
settled  by  controlling  precedent,  submit  to  a  court  of  appropriate
jurisdiction the question of whether such indemnification by it is  against
public  policy  as  expressed  in the Act and will be governed by the final
adjudication of such issue.

                                 SIGNATURES

      Pursuant  to  the  requirements  of  the  Securities  Act  of  1933,  the
Registrant certifies that  it  has  reasonable grounds to believe that it meets
all  the  requirements  for  filing  on Form  S-8  and  has  duly  caused  this
Registration Statement to be signed on its behalf by the undersigned, thereunto
duly authorized, in the City of LaPlace,  State  of  Louisiana  on February 25,
1998.

                                            BAYOU STEEL CORPORATION

                                            By:    /S/ HOWARD M. MEYERS
                                                   Howard M. Meyers
                                                   Chairman of the Board and
                                                   Chief Executive Officer

                              POWER OF ATTORNEY

      KNOW ALL MEN BY THESE PRESENTS, that each person whose signature  appears
immediately  below  constitutes  and  appoints  Howard M. Meyers and Richard J.
Gonzalez, and each of them acting individually, his  true  and lawful attorney-
in-fact and agent, with full power of substitution, for him  and  in  his name,
place  and  stead,  in  any  and all capacities, to sign any and all amendments
(including post-effective amendments)  to  this  Registration Statement, and to
file  the  same with all exhibits thereto, and other  documents  in  connection
therewith, with  the  Securities  and  Exchange  Commission, granting unto said
attorney-in-fact and agent full power and authority  to do and perform each and
every act and thing requisite and necessary to be done, as fully to all intents
and purposes as he might or could do in person, hereby ratifying and confirming
all that said attorney-in-fact and agent or his substitute  or  substitutes may
lawfully do or cause to be done by virtue hereof.

      Pursuant to the requirements of the Securities Act of 1933,  as  amended,
this  Registration  Statement  has been signed by the following persons in  the
capacities and on the dates indicated.

        SIGNATURE                       TITLE                   DATE

  /S/ HOWARD M. MEYERS      Chairman of the Board, Chief     February 25, 1998
    Howard M. Meyers       Executive Officer and Director

   /S/ JERRY M. PITTS        President, Chief Operating      February 25, 1998
     Jerry M. Pitts             Officer and Director

 /S/ RICHARD J. GONZALEZ    Vice President, Chief Financial  February 25, 1998
   Richard J. Gonzalez    Officer, Treasurer and Secretary

  /S/ LAWRENCE E. GOLUB               Director               February 25, 1998
    Lawrence E. Golub

   /S/ MELVYN N. KLEIN                Director               February 25, 1998
     Melvyn N. Klein

 /S/ ALBERT P. LOSPINOSO              Director               February 25, 1998
   Albert P. Lospinoso

  /S/ STANLEY S. SHUMAN               Director               February 25, 1998
    Stanley S. Shuman

 /S/ JEFFREY P. SANGALIS              Director               February 25, 1998
   Jeffrey P. Sangalis