The modification of the chemical composition of non-metallic inclusions by rare-earth elements in the new-developed microalloyed steels was discussed in the paper. The investigated steels are assigned to production of forged elements by thermomechanical treatment. The steels were melted in a vaccum induction furnace and modification of non-metallic inclusions was carried out by the michmetal in the amount of 2.0 g per 1 kg of steel. It was found that using material charge of high purity and a realization of metallurgical process in vacuous conditions result in a low concentration of sulfur (0.004%), phosphorus (from 0.006 to 0.008%) and oxygen (6 ppm). The high metallurgical purity is confirmed by a small fraction of non-metallic inclusions averaging 0.075%. A large majority of non-metallic inclusions are fine, globular oxide-sulfide or sulfide particles with a mean size 17 µm2 . The chemical composition and morphology of non-metallic inclusions was modified by Ce, La and Nd, what results a small deformability of nonmetallic inclusions during hot-working.