<PAGE>
SCHEDULE 14A INFORMATION
Consent Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant [ ]
Filed by a Party other than the Registrant [X]
Check the appropriate box:
<TABLE>
<S> <C> <C> <C>
[ ] Preliminary Consent Statement [ ] Confidential, for Use of the
Commission Only (as permitted
by Rule 14a-6(e)(2))
[ ] Definitive Consent Statement
[X] Definitive Additional Materials
[ ] Soliciting Material Pursuant to Section 240.14a-11(c) or Section 240.14a-
12
</TABLE>
Oregon Steel Mills, Inc.
- --------------------------------------------------------------------------------
(Name of Registrant as Specified In Its Charter)
Committee to Restore Shareholder Value at Oregon Steel Mills, Inc.
- --------------------------------------------------------------------------------
(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)(4) and 0-11.
(1) Title of each class of securities to which transaction applies:
-------------------------------------------------------------------------
(2) Aggregate number of securities to which transaction applies:
-------------------------------------------------------------------------
(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):
-------------------------------------------------------------------------
(4) Proposed maximum aggregate value of transaction:
-------------------------------------------------------------------------
(5) Total fee paid:
-------------------------------------------------------------------------
[ ] 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:
-------------------------------------------------------------------------
(2) Form, Schedule or Registration Statement No.:
-------------------------------------------------------------------------
(3) Filing Party:
-------------------------------------------------------------------------
(4) Date Filed:
-------------------------------------------------------------------------
<PAGE>
[AFL-CIO Letterhead]
TO: February 5, 1998 Meeting Participants
FROM: Bill Patterson, Office of Investment
DATE: January 6, 1999
RE: Oregon Steel Mills, Inc.
I am writing to update you regarding the efforts to restore
shareholder value at Oregon Steel Mills, Inc. As you recall, on February 5, 1998
in Washington, DC, representatives of six institutional shareholders holding
16.9% of Oregon Steel Mills outstanding shares met to discuss possible
approaches to the Board of Directors regarding Oregon Steel Mills' disappointing
stock performance.
Since the February meeting, Oregon Steel Mills' share price has
declined an additional 41% and is now trading below its book value. In light of
these facts, Oregon Steel Mills would strongly benefit from instituting basic
corporate governance reforms that promote greater accountability to
shareholders.
The Crabbe Huson Group, the Amalgamated Bank of New York LongView
MidCap 400 Index Fund, and the AFL-CIO have formed a shareholder committee whose
members hold 4.98% of Oregon Steel Mills' outstanding stock. Given the immediacy
of the situation, the committee is asking shareholders to act by written consent
without a shareholder meeting to adopt three non-binding corporate governance
proposals: declassify the board of directors, require shareholder approval of
poison pills, and establish confidential voting.
I have enclosed a copy of the consent solicitation statement for your
review. Your institution's designated proxy voter should have received the
statement accompanied by a gold consent card from ADP Investor Communication
Services. Since this written consent solicitation is outside the normal schedule
of proxy voting activity, you may wish to take steps necessary to ensure that
your institution's consent is properly executed by the February 11, 1999
deadline.
Thank you for your continued interest in the effort to protect and
enhance shareholder value at Oregon Steel Mills. Please do not hesitate to call
me if you have any questions or concerns at (202) 637-3900.
Enclosure
<PAGE>
***
The members of the Committee to Restore Shareholder Value at Oregon Steel Mills,
Inc. (the "Committee") are The Crabbe Huson Group, Inc. (beneficially owns
1,281,700 shares of common stock of Oregon Steel Mills, Inc. ("Shares")) or
4.97%), the Amalgamated Bank of New York LongView MidCap 400 Index Fund (730
Shares or .003%) and the American Federation of Labor and Congress of Industrial
Organizations (the "AFL-CIO") (0 Shares). Each Committee member is a participant
in the consent solicitation (the "Solicitation"). Additional participants in the
Solicitation (whose Share ownership, if any, is in parentheses) are: William
Patterson (265 Shares), Damon Silvers, Chris Bohner, Beth Young, Susan Dundon,
Chris Wallace, Brandon Rees, Dianne Wood, Dieter Waizenegger, Marc Bayard, Shawn
Wooden, Ed Keyser and Joshua Mason, all of whom are employees of the AFL-CIO.
Mr. Patterson purchased his Shares, and Mr. Keyser and Mr. Mason became
participants, after the Committee filed its Definitive Consent Solicitation
Statement (the "Definitive Statement") with the Securities and Exchange
Commission (the "SEC"). Those events were disclosed in Supplements to the
Definitive Statement filed with the SEC on January 5 and January 7, 1999.
