8-K

                                  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):
                                December 10, 2001


                                 USX Corporation
 -------------------------------------------------------------------------------
             (Exact name of registrant as specified in its charter)


       Delaware                1-5153                25-0996816
   ---------------     ----------------------    -------------------
   (State or other        (Commission File          (IRS Employer
   jurisdiction of             Number)           Identification No.)
    incorporation)

 600 Grant Street, Pittsburgh, PA              15219-2800
- ----------------------------------             ----------
 (Address of principal executive               (Zip Code)
             offices)

                                 (412) 433-1121
                         ------------------------------
                         (Registrant's telephone number,
                              including area code)
 2

Item 5. Other Events

USX Corporation is furnishing information for the December 10, 2001 press
release titled "United States Steel Extends and Decreases Minimum Condition to
Exchange Offers".  Attached is a copy of the press release in substantially the
form released.

Item 7. Financial Statements and Exhibits

     (c)  Exhibits

         99.1. Press Release - "United States Steel Extends and Decreases
               Minimum Condition to Exchange Offers"


                                    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.

USX CORPORATION


By   /s/ Larry G. Schultz
     ---------------------------
     Larry G. Schultz
     Vice President - Accounting



Dated:  December 10, 2001

EX-99.1.

                                                                   Exhibit 99.1.

       United States Steel Extends and Decreases Minimum Condition to Exchange
                                     Offers

     PITTSBURGH - December 10, 2001.  USX Corporation announced today that its
wholly-owned subsidiary, United States Steel LLC, has decreased the minimum
condition to its exchange offers for certain outstanding equity securities of
USX Corporation and its wholly-owned subsidiaries.  The new minimum condition
requires that at least $25 million aggregate principal amount of United States
Steel LLC's 10% Senior Quarterly Income Debt Securities due 2031 (SQUIDSSM) are
issued in the exchange offers.  In the original minimum condition, the dollar
amount was $150 million.

     Additionally, United States Steel LLC has extended, to 5:00 p.m., New York
City time, on December 14, 2001, the expiration of the exchange offers.  The
exchange offers were originally scheduled to expire at 5:00 p.m., New York City
time, on December 7, 2001.

     In the exchange offers, United States Steel is offering to exchange up to
$365 million aggregate principal amount of SQUIDS for an equal aggregate face
amount of the 6.50% Cumulative Convertible Preferred Stock of USX Corporation
(Preferred Stock), the 6.75% Convertible Quarterly Income Preferred Security of
USX Capital Trust I (QUIPSSM), and the 8.75% Cumulative Monthly Income Series A
Preferred Shares of USX Capital LLC (MIPSr).

     United States Steel LLC has been advised by The Bank of New York, the
exchange agent for the exchange offers, that based on a preliminary count on
December 7th, holders have tendered, including through notices of guaranteed
delivery, $10 million face amount of Preferred Stock, $12 million face amount of
QUIPS, and $26 million face amount of MIPS, representing an aggregate principal
amount of $48 million of SQUIDS issuable pursuant to the exchange offers.

     The exchange offers are being made only through a prospectus dated November
5, 2001, and are being made upon the terms and are subject to the conditions
described in that prospectus.  Beneficial owners of Preferred Stock, QUIPS, or
MIPS who wish to tender in the exchange offers should contact Goldman, Sachs &
Co., the Dealer Manager for the exchange offers, or their own broker, dealer,
trust company, or other financial advisor.

     On December 31, 2001, the then outstanding MIPS will be redeemed, each for
a cash payment of $25 plus accrued but unpaid dividends.  If the separation of
USX Corporation, as described in the prospectus, occurs, the then outstanding
Preferred Stock will be converted, each into the right to receive, in cash, $50
plus accrued but unpaid dividends, and the then outstanding QUIPS will be
redeemed, each for a cash payment of $50 plus accrued but unpaid distributions.


                                      -o0o-

     This press release is not intended to be an offer to sell or a solicitation
of an offer to exchange any security.  The exchange offers are made only through
the November 5, 2001 prospectus of United States Steel LLC relating to the
SQUIDS and included in the registration statement filed with the Securities and
Exchange Commission on November 5, 2001.  This press release is not intended to
be an offer to sell or the solicitation of an offer to exchange, nor shall there
be any sale of these securities in any State in which such offer, solicitation
or sale would be unlawful prior to registration or qualification under the
securities laws of such State.

     Holders of any of the securities that are the subject of the exchange
offers are advised to read the registration and tender offer statements because
they contain important information.  Such holders may obtain, at the Securities
and Exchange Commission's website at http://www.sec.gov/, a free copy of the
registration and tender offer statements, prospectus and other documents filed
by USX Corporation and United States Steel LLC with the Securities and Exchange
Commission.  Such holders may also obtain a free copy of the prospectus
contained in the registration and tender offer statements from USX Corporation,
Shareholder Services, 600 Grant Street, Room 611, Pittsburgh, PA 15219-4776.
Phone (412) 433-4801, (866) 433-4801 (toll free), (412) 433-4818 (fax).

     SQUIDSSM and QUIPSSM are service marks and MIPSr is a registered trademark
of Goldman, Sachs & Co.