*SEE INSTRUCTIONS BEFORE FILLING OUT!

*SEE INSTRUCTIONS BEFORE FILLING OUT!

Table of Contents

Item 1. Security and Issuer.

     This Schedule 13D relates to Common Stock of Sterling Chemicals, Inc., a Delaware corporation (the “Issuer”). The Issuer’s principal executive offices are located at 1200 Smith Street, Suite 1900, Houston, Texas 77002.

Item 2. Identity and Background.

(Each person listed above is a “Reporting Person” and collectively “Reporting Persons”)

10 New King Street
White Plains, New York 10604

Item 3. Source and Amount of Funds or Other Consideration.

     This Schedule 13D covers securities issued in connection with the Joint Plan of Reorganization under Chapter 11, Title 11, United States Code of Sterling Chemical Holdings, Inc., et al., Debtors, filed with the United States Bankruptcy Court, Southern District of Texas, Houston Division, on October 14, 2002, as amended (the “Plan”). The Issuer is the reorganized debtor under the Plan.

     At the effective date of the Plan, December 19, 2002 (the “Effective Date”), the funds and accounts managed by the Reporting Persons received (1) 2,175 shares of Preferred Stock of the Issuer, convertible into 2,175,000 shares of Common Stock, for an investment of $30,000,000; (2) 1,430,193 shares of Common Stock issued upon exercise of certain rights offered under the Plan to the holders of certain of the Issuer’s debt securities for an investment of $19,727,000 and in exchange for claims; and (3) 231,820 shares of Common Stock and 376,209 Warrants of the Issuer, convertible into 376,209 shares of Common Stock, in exchange for claims under the Plan. In addition, 24,666 shares of Common Stock were issued in connection with the merger of Sterling Chemicals Holdings, Inc. and Sterling Chemicals, Inc. pursuant to the Plan shortly before the Effective Date. Further, the Reporting Persons received 383.218 shares of Preferred Stock, convertible into 383,218 shares of Common Stock, from the Issuer in four separate share distributions in 2003.

Item 4. Purpose of Transaction.

     See Item 3.

     None of the Reporting Persons has formulated any plans or proposals that relate to or otherwise result in any matter required to be disclosed in response to paragraphs (a) through (j) of Item 4 of Schedule 13D; however, as of the Effective Date of the plan of reorganization of the Issuer under Chapter 11 of the Bankruptcy Code, the board

of directors of the Issuer consisted of nine members, five of whom are employees of RAM, RAMI and REAM, including James B. Rubin. The Reporting Persons intend to review on a continuing basis their investment in the Issuer and the Issuer’s business affairs, financial position and prospects. Based on such evaluation and review, as well as the respective objectives of the Reporting Persons and the Issuer, other business opportunities available to the Reporting Persons and the funds and accounts they manage, general economic and industry conditions, and other factors that the Reporting Persons may deem relevant, the Reporting Persons may consider from time to time various courses of action of the types described in clauses (a) through (j) of Item 4 of Schedule 13D.

Item 5. Interest in Securities of the Issuer.

(a) — (b) See Rows 7, 9, 11 and 13 of each cover page.

     The percentages in Row 13 of each cover page are based on 2,825,000 shares of Common Stock that were outstanding as of October 31, 2003, as reported in the Issuer’s Form 10-Q for the quarterly period ending September 30, 2003, plus, for each of the Reporting Persons, the number of Common Stock issuable upon exercise of each of such Reporting Person’s Preferred Stock and Warrants.

     The 4,536,879 shares of Common Stock beneficially owned by the Reporting Persons includes shares of Common Stock that the Reporting Persons have the current right to acquire upon conversion of shares of Preferred Stock of the Issuer and upon exercise of Warrants of the Issuer. As of December 31, 2003, funds and accounts managed by RAM held 1,353.138 shares of Preferred Stock, convertible into 1,353.138 shares of Common Stock, and 215,749 Warrants, exercisable for 215,749 shares of Common Stock; funds and accounts managed by RAMI held 366.166 shares of Preferred Stock, convertible into 366,166 shares of Common Stock, and 48,732 Warrants, exercisable for 48,732 shares of Common Stock; funds and accounts managed by REAM held 791.090 shares of Preferred Stock, convertible into 791,090 shares of Common Stock, and 105,282 Warrants, exercisable for 105,282 shares of Common Stock. In addition, funds which have invested side by side with funds managed by RAM and RAMI beneficially own 47.824 shares of Preferred Stock, convertible into 47,824 shares of Common Stock, and 6,446 Warrants, exercisable for 6,446 shares of Common Stock.

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

     None.

Item 7. Material to be Filed As Exhibits.

SIGNATURE

     After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

EXHIBIT INDEX TO SCHEDULE 13D
STERLING CHEMICALS, INC.

EXHIBIT 1

AGREEMENT AS TO JOINT FILING OF AMENDMENT NO. 1 SCHEDULE 13D

Each of the undersigned hereby affirms that it is individually eligible to use Schedule 13D, and agrees that this amendment to Schedule 13D is filed on its behalf.

EXHIBIT 2

DISCLAIMER OF BENEFICIAL OWNERSHIP

Each of the undersigned disclaims beneficial ownership of the securities referred to in the Amendment No. 1 to Schedule 13D to which this exhibit is attached, and the filing of this Amendment No. 1 to Schedule 13D shall not be construed as an admission that any of the undersigned is, for the purpose of Section 13D or 13G of the Securities Exchange Act of 1934, as amended, the beneficial owner of any securities covered by this Amendment No. 1 to Schedule 13D.