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SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934 (Amendment No. )
Filed by the Registrant /X/
Filed by a Party other than the Registrant / /
Check the appropriate box:
/ / Preliminary Proxy Statement
/ / Confidential, for Use of the Commission Only (as permitted by Rule
14a-6(e)(2))
/ / Definitive Proxy Statement
/X/ Definitive Additional Materials
/ / Soliciting Material Pursuant to Section240.14a-11(c) or
Section240.14a-12
USX CORPORATION
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(Name of Registrant as Specified In Its Charter)
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
/X/ No fee required.
/ / Fee computed on table below per Exchange Act Rules 14a-6(i)(1)
and 0-11.
(1) Title of each class of securities to which transaction applies:
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(2) Aggregate number of securities to which transaction applies:
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(3) Per unit price or other underlying value of transaction computed
pursuant to Exchange Act Rule 0-11 (set forth the amount on which the
filing fee is calculated and state how it was determined):
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(4) Proposed maximum aggregate value of transaction:
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(5) Total fee paid:
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/ / Fee paid previously with preliminary materials.
/ / Check box if any part of the fee is offset as provided by Exchange Act Rule
0-11(a)(2) and identify the filing for which the offsetting fee was paid
previously. Identify the previous filing by registration statement number,
or the Form or Schedule and the date of its filing.
(1) Amount Previously Paid:
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(2) Form, Schedule or Registration Statement No.:
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(3) Filing Party:
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(4) Date Filed:
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USX CORPORATION
ATTENDANCE CARD
1998 ANNUAL MEETING OF STOCKHOLDERS
PLEASE PRESENT THIS CARD AT REGISTRATION
DESK UPON ARRIVAL
TIME: PLACE:
10:00 A.M. Grand Ballroom
Eastern Daylight Time The Westin William Penn Hotel
Tuesday, April 28, 1998 530 William Penn Place
Pittsburgh, Pennsylvania
FOR THE PERSONAL USE OF THE STOCKHOLDER(S)
NAMED ON THE ATTACHED PROXY CARD
--NOT TRANSFERABLE--
USX Corporation
600 Grant Street, Pittsburgh, PA 15219-4776
You are cordially invited to attend the Annual Meeting of Stockholders on
April 28, 1998.
The Meeting will be held in the Grand Ballroom of The Westin William Penn
Hotel, 530 William Penn Place, Pittsburgh, Pennsylvania at 10:00 A.M.
Eastern Daylight Time.
Attached are your 1998 Proxy Card and an attendance card. The use of an
attendance card, of course, is for our mutual convenience and your right to
attend without an attendance card, upon identification, is not affected.
Dan D. Sandman
SECRETARY
PLEASE SIGN, DATE AND RETURN THE ATTACHED 1998 PROXY CARD IN THE ACCOMPANYING
ENVELOPE
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The undersigned hereby appoint(s) Thomas J. Usher, Victor G. Beghini, Robert
M. Hernandez and Paul J. Wilhelm, or any of them, proxies to vote as herein
stated on behalf of the undersigned at the Annual Meeting of Stockholders
of USX Corporation on April 28, 1998 and any adjournment or postponement
thereof and upon all other matters properly coming before the
Meeting, including the proposals set forth in the proxy statement for such
Meeting with respect to which the proxies are instructed to vote as follows.
PROPOSALS OF THE BOARD OF DIRECTORS--The directors recommend a vote "FOR"
Proposal No. 1--Election of Directors--Nominees: Victor G. Beghini, Charles
R. Lee, Ray Marshall, Thomas J. Usher and Paul J. Wilhelm
FOR all nominees / / WITHHOLD AUTHORITY / /
(except as indicated) to vote for all nominees
(To withhold authority to vote for any individual nominee strike out that
nominee's name.)
Proposal No. 2--Election of Price Waterhouse LLP as independent accountants
FOR / / AGAINST / / ABSTAIN / /
Proposal No. 3-- Approval of Amendments to the USX Corporation Senior
Executive Officer Annual Incentive Compensation Plan
FOR / / AGAINST / / ABSTAIN / /
Proposal No. 4-- Approval of Amendments to the USX Corporation 1990 Stock Plan
FOR / / AGAINST / / ABSTAIN / /
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/ / I will attend the Annual Meeting
Signature(s)________________________
____________________________________
Dated_________________1998
Please sign exactly as your name
appears hereon, including representative
capacity where applicable. Joint owners
should both sign.
This proxy is solicited by the Board of
Directors and represents your holdings
of USX-Marathon Group Common Stock
and/or USX-U.S. Steel Group Common
Stock. Unless otherwise marked, proxies
are to vote FOR Proposals 1, 2, 3 and
4, and in their discretion upon all
other matters properly brought before
the Meeting and any adjournment or
postponement thereof.
