ISG RESOURCES INC
8-K, 2000-09-29
STEEL WORKS, BLAST FURNACES & ROLLING MILLS (COKE OVENS)
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                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                       Pursuant to Section 13 or 15(d) of
                     The Securities and Exchange Act of 1934

       Date of Report (Date of earliest event reported)  September 15, 2000



                               ISG RESOURCES, INC.

             (Exact name of registrant as specified in its charter)


                 Utah                                           87-0327982
                 ----                                           ----------
            (State or Other              (Commission          (IRS Employer
            Jurisdiction of              File Number)      Identification No.)
            Incorporation)


    136 East South Temple, Suite 1300,     Salt Lake City, Utah         84111
-----------------------------------------------------------------------------
 (Address of principal executive offices)                           (Zip Code)


       Registrant's telephone number, including area code: (801) 236-9700

<PAGE>

Item 2.  Acquisition or Disposition of Assets

         Effective  September 15, 2000, ISG  Resources,  Inc.  ("ISG")  acquired
certain  fixed  and  intangible   assets  from  Hanson   Aggregates  West,  Inc.
("Hanson").  Hanson is a  subsidiary  of  Hanson  PLC,  a leading  international
building  materials company with operations in North America and Europe.  Hanson
PLC's principal businesses include the sale of aggregates, concrete products and
bricks.

         ISG established  through  negotiation a purchase price of $2,100,000 in
cash, for all of the equipment and other fixed assets, as well as contracts with
three Texas and Louisiana power plants.  The assets acquired by ISG are located,
based,  or  utilized  at the fly  ash  operations  of  Hanson  at the  following
locations:

         1.       Welsh Power Plant, near Cason, Texas;
         2.       Rodemacher Power Plant, near Boyce, Louisiana; and
         3.       Nelson Station Power Plant, near Westlake, Louisiana

         ISG will utilize the assets purchased to provide  materials  management
services  for  the  utility  contracts   acquired  in  the  asset   acquisition.
Approximately  500,000  tons of fly ash  and  bottom  ash  will be  managed  and
marketed  under  the  contracts.  A copy  of the  asset  purchase  agreement  is
attached.

Item 7. Financial Statements and Exhibits.

         (a)  Financial  Statements  of  Businesses   Acquired.   The  financial
statements  of Hanson,  for the periods  specified in Rule 3-05(b) of Regulation
S-X and as  prepared  in  accordance  with the  requirement  under  Rule 2-02 of
Regulation S-X, are not being included within this report,  but will be filed as
an amendment to this report within sixty days of the date hereof.

         (b)  Pro  Forma   Financial   Information.   The  pro  forma  financial
information  of Hanson is not being  included  within this  report,  but will be
filed as an amendment to this report within sixty days of the date hereof.

         (c) Exhibits.  The  following  documents are being filed as exhibits to
this report:

                  (i) Asset Purchase  Agreement,  dated as of September 5, 2000,
         by and between ISG and Hanson.


<PAGE>

                                   SIGNATURES

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                            ISG RESOURCES, INC.
                                            -------------------
                                            (registrant)



September 29, 2000                          BY:   /s/
------------------                               ----------------------------
(Date)                                               J.I. EVEREST, II
                                                     CHIEF FINANCIAL OFFICER



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