8-K

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): March 16, 2005

STEEL DYNAMICS, INC.
(Exact name of registrant as specified in its charter)

Indiana	0-21719	35-1929476
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

6714 Pointe Inverness Way, Suite 200, Fort Wayne, Indiana 46804
(Address of principal executive officers) (Zip Code)

Registrant’s telephone number, including area code: 260-459-3553

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

Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.

     (b)      On March 16, 2005, Steel Dynamics, Inc., with regret, accepted the resignation of James E. Kelley, 86, as a director of the company. Mr. Kelley’s resignation was brought about solely as a result of Mr. Kelley’s failing health, making it too difficult for him to attend or otherwise participate in both regular and special board and/or committee meetings. Mr. Kelley was also a member of registrant’s Audit and Compensation Committees.

     (d)      On March 16, 2005, Dr. Frank D. Byrne, 52, of Madison, Wisconsin, and James C. Marcuccilli, 54, of Fort Wayne, Indiana, were appointed as new directors of registrant, by action of registrant’s board of directors, to fill the vacancy created by the resignation of James E. Kelley, 86, due to his ill health, and to fill an additional vacancy created by the board’s enlargement of the board of directors to eleven members.

There are no arrangements or understandings between either of the new directors and any other person in connection with the selection of these individuals as a director.

Dr. Byrne will serve on registrant’s Compensation Committee, and Mr. Marcuccilli will serve on registrant’s Corporate Governance and Nominating Committee. Both persons qualify as “independent” directors under applicable SEC and Nasdaq rules, bringing the total number of registrant’s independent directors to seven out of eleven directors.

The appointment of both new directors is for the balance of the current director term, through registrant’s annual meeting of stockholders scheduled to take place in Fort Wayne, Indiana, on May 19, 2005. Both new directors will stand as candidates for reelection at the annual meeting.

Neither Dr. Byrne nor Mr. Marcuccilli has had or been involved in any transaction or series of similar transactions, since the beginning of registrant’s last fiscal year or otherwise, nor are either of these persons the subject of any proposed transaction or series of similar transactions with registrant or any of its subsidiaries, in connection with which such persons had or will have a direct or indirect material interest and in which the amount involved exceeds or would exceed $60,000.

Item 5.03. Amendments to Articles of Incorporation or Bylaw; Change in Fiscal Year.

Effective March 16, 2005, registrant’s board of directors amended Section 3.2 of its Bylaws to establish the number of directors of the company at eleven. Furthermore, Sections 3.1, 3.2, 3.4 and 3.5 of the Bylaws were amended to delete therefrom references to “alternate” directors and to a “Stockholders Agreement,” both of which are non-existent.

Item 7.01. Regulation FD Disclosure.

On March 17, 2005, registrant issued a press release entitled “Steel Dynamics Appoints Two to Board of Directors.” A copy of this press release is furnished herewith as Exhibit 99.1.

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 hereto duly authorized.

	STEEL DYNAMICS, INC.
	By:	/s/ Gary Heasley
		Gary Heasley
Date: March 18, 2005		Title:	Vice President and Chief Financial Officer

EX-99.1

Exhibit 99.1

Press Release
March 17, 2005

6714 Pointe Inverness Way, Suite 200
Fort Wayne, IN 46804-7932
260.459.3553 Phone
260.969.3590 Fax
www.steeldynamics.com

Steel Dynamics Appoints Two to Board of Directors

FORT WAYNE, INDIANA, March 17, 2005– Steel Dynamics, Inc. (NASDAQ:STLD) today announced that its Board of Directors has increased the authorized number of directors from ten to eleven, that one of its existing directors has resigned due to ill health, and that the board has appointed two new directors to fill the resulting vacancies.

The board has appointed Dr. Frank D. Byrne, 52, of Madison, Wisconsin, and James C. Marcuccilli, 54, of Fort Wayne, Indiana, to serve as directors through the date of Steel Dynamics’ next annual meeting of stockholders, scheduled to take place in Fort Wayne on May 19, 2005. The company anticipates that the two new board members will stand for reelection by the company’s stockholders at its 2005 annual meeting.

With these appointments and the resignation due to ill health of James E. Kelley, 86, a current director, Steel Dynamics’ board of directors now stands at eleven members, of which seven members are independent directors.

President and CEO Keith Busse stated: “It is with great regret that we accept Jim Kelley’s resignation from the Steel Dynamics board. Jim has been a pillar of the business community for decades and has served SDI with distinction, as a member of both the board’s audit and compensation committees. We will miss his business acumen, insights, compassion and good humor, and we pray that Jim’s strength will quickly return. At the same time, we welcome our two new directors, whose backgrounds and varied business experience will provide our board valuable new perspectives.”

Dr. Frank Byrne is currently president of St. Marys Hospital Medical Center in Madison, Wisconsin. Previously, he served eight years as President and Medical Director of Parkview Hospital in Fort Wayne, Indiana. Prior to that, he practiced pulmonary and critical care medicine in Fort Wayne. He holds a B.S. degree from the University of Notre Dame, a medical degree from the State University of New York and a Masters in Medical Management from Carnegie Mellon University. He is currently a member of the board of directors of Lincare Holdings, Inc., a publicly traded medical equipment company, and serves on its audit committee.

James Marcuccilli has served as President and Chief Executive Officer of STAR Financial Bank, a regional bank based in Fort Wayne, Indiana, since 1997. Prior to that, he held numerous executive management positions at STAR Financial Bank. Mr. Marcuccilli serves as a director of STAR Financial Group, Inc., the holding company parent of STAR Financial Bank, as well as a director of STAR Financial Bank. Mr. Marcuccilli holds a B.S. degree in Business Administration with a finance major from the University of Notre Dame.

Contact: Fred Warner, Investor Relations Manager, (260) 969-3564 or fax (260) 969-3590
f.warner@steeldynamics.com