NATIONAL STEEL CORP
8-K, 1999-06-18
STEEL WORKS, BLAST FURNACES & ROLLING MILLS (COKE OVENS)
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                                 UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                            Washington, D.C.  20549



                                  FORM  8 - K


                                 CURRENT REPORT



     PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



Date of Report (Date of earliest event reported):  June 18, 1999 (June 17, 1999)



                          NATIONAL  STEEL  CORPORATION

             (Exact name of registrant as specified in its charter)



                                    Delaware
                 (State or other jurisdiction of incorporation)



              1-983                                     25-0687210
      (Commission File Number)               (IRS Employer Identification No.)



      4100 Edison Lakes Parkway,  Mishawaka, IN            46545-3440
       (Address of principal executive offices)            (Zip Code)



  Registrant's telephone number, including area code:      219-273-7000
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ITEM 5.  OTHER EVENTS


National Steel Corporation issued a press release on June 17, 1999 announcing
that it completed an exchange offer.  A copy of this press release is attached
hereto as Exhibit 99.1.



ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS



Exhibit 99.1  Press release dated June 17, 1999.







                                   SIGNATURE



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 hereunto duly authorized.



                                         NATIONAL STEEL CORPORATION

Date:  June 18, 1999                     By:  /s/ Glenn H. Gage
                                              ---------------------------
                                              Glenn H. Gage
                                              Senior Vice President and
                                              Chief Financial Officer

<PAGE>

                                                                    Exhibit 99.1
News Release
- ------------

Media Contact:            Clarence Ehlers
                          (219) 273-7327

Analyst/Investor Contact: Joseph A. Rainis
                          (219) 273-7158



                    NATIONAL STEEL COMPLETES EXCHANGE OFFER

Mishawaka, IN, June 17, 1999 -- National Steel Corporation (NYSE: NS) today
announced that effective 5:00 p.m. EDT on June 16, 1999 it had completed the
exchange of its $225 million aggregate principal amount of First Mortgage Bonds,
9-7/8% Series A due 2009 and its $75 million aggregate principal amount of First
Mortgage Bonds, 9-7/8% Series C due 2009 into $300 million aggregate principal
amount of First Mortgage Bonds, 9-7/8% Series D due 2009.  The Series D Bonds
have been registered under the Securities Act of 1933.

Headquartered in Mishawaka, Indiana, National Steel Corporation is the nation's
fourth largest integrated steel company, with annual shipments of approximately
six million tons of flat-rolled products.  National Steel employs approximately
9,200 employees.  Visit National Steel's website at: www.nationalsteel.com.



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