AK STEEL HOLDING CORP
8-K, 1999-02-03
STEEL WORKS, BLAST FURNACES & ROLLING MILLS (COKE OVENS)
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               SECURITIES AND EXCHANGE COMMISSION

                    Washington, D.C.  20549

                          FORM 8-K

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



Date of Report(Date of earliest event reported) February 1, 1999
                                                ----------------
                                                                   
                 AK STEEL HOLDING CORPORATION                    
- ---------------------------------------------------------------- 
   (Exact name of registrant as specified in its charter)


    DELAWARE             File No. 1-13696         31-1401455  
- ---------------      -----------------------    -------------
(State or other      (Commission file number)   (IRS employer
jurisdiction of                                 identification
incorporation)                                  number)


  703 Curtis Street, Middletown, Ohio           45043 
- ----------------------------------------      ---------  
(Address of principal executive offices)      (Zip code)


Registrant's telephone number, including area code: (513) 425-5000
                                                     -------------


                         Not Applicable  
- ------------------------------------------------------------------ 
 (Former name or former address, if changed since last report)


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Item 5.   Other Events.
          ------------
          Filed herewith is a copy of a Press Release, dated
February 1, 1999, issued by AK Steel Holding Corporation (the
"Company")to announce that it had initiated a private offering of
$425 million of new ten-year senior notes.  Proceeds from the
offering will be used to refinance the Company's $325 million 10-
3/4% Senior Notes Due 2004, which become callable on April 1,
1999, and for general corporate purposes.
     
        
Item 7.   Exhibit.
          ---------
                     
        
          (a)  Financial Statements of business acquired:

               Not applicable.

          (b)  Pro Forma financial information:

               Not applicable.

          (c)  Exhibit:
   
               (1)  Press Release, dated February 1, 1999

              


                                2
               
<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.



                    AK STEEL HOLDING CORPORATION



                    /s/ John G. Hritz
                        --------------------------------------
                        Executive Vice President,
                        General Counsel and Secretary 


Dated:  February 2, 1999


                                3
 

<PAGE>

              AK STEEL HOLDING CORPORATION


                     FORM 8-K
                   CURRENT REPORT

                   Exhibit Index
                   -------------


Exhibit No. Description                            Page
- ----------  -----------                            ----

    1       Press Release, dated February 1, 1999   5

    
                                4


<PAGE>

                                                                   
                                                      EXHIBIT 1
                                                   NEWS RELEASE


                     AK STEEL FINANCING PLANNED



   MIDDLETOWN, OH, February 1, 1999 -- AK Steel (NYSE: AKS) today
announced that it had initiated a private offering of $450 million
of new ten-year senior notes.  The company said that proceeds from
the offering will be used to refinance its $325 million 10-3/4%
Senior Notes Due 2004, which become callable on April 1, 1999, and
for general corporate purposes.

   AK Steel produces carbon and stainless flat-rolled steel for
the automotive, appliance, construction and other markets.  The
company employs about 5,800 people in plants and offices in
Middletown, Ohio; Ashland, Kentucky and Rockport, Indiana.

   The new notes are not being registered under the Securities Act
of 1933 pursuant to an exemption from the registration
requirements of the Act and may not be offered or sold in the
United States absent registration or an available exemption.







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