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 28, 2000 (December 27, 2000)



                           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


ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE

National Steel Corporation issued a press release on December 27, 2000
announcing the amendment of certain financial loan covenants and comments on
fourth quarter 2000 outlook. 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 December 27, 2000.




                                   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:  December 28, 2000         By:  /s/Glenn H. Gage
                                      ----------------
                                      Glenn H. Gage
                                      Senior Vice President and Chief Financial
                                      Officer

EX-99.1

                                                                    Exhibit 99.1

                          [NATIONAL STEEL LETTERHEAD]


NEWS RELEASE
- ------------

Media Contact:    Clarence J. Ehlers
                  (219) 273-7327

Analyst and       William E. McDonough
Investor Contact: (219) 273-7414

            NATIONAL STEEL ANNOUNCES AMENDMENT TO LOAN COVENANTS AND
                       COMMENTS ON FOURTH QUARTER OUTLOOK

Mishawaka, IN, December 27, 2000 - National Steel Corporation (NYSE: NS) today
announced that it has reached agreement with its banks on the amendment of
certain financial covenants in its $200 million Inventory Credit Facility. The
amendment provides for the relaxation of certain financial ratios through
December 31, 2001 to allow the company to continue to utilize the credit
facility. Additionally, the amendment includes restrictions on the amount of
future capital expenditures and the suspension of certain payments including
cash dividends and the repurchase of common stock. The Company expects to be in
full compliance with these new covenants as of December 31, 2000. However, to
remain in compliance during 2001 improvements in the Company's operating
performance will be required, and there is no assurance that this will be
achieved.

The Company expects fourth quarter shipments, revenues and earnings to be lower
compared to the fourth quarter of last year, as well as below the current
analysts' estimates. The net loss for the quarter is now expected to be in the
range of $2.20 to $2.30 per share, as compared to a current analyst consensus of
a loss of $1.53 per share.

Shipments and revenues will be below earlier forecasts due to a continued
weakening in the demand for steel in the markets that we serve brought about by
high levels of steel imports into the U.S. and high inventory levels at many of
our customers. This has caused a significant decrease in spot market selling
prices. The general economic slowdown that is occurring is being felt
particularly in the markets that we serve including most recently, the
automotive sector which had not been predicted earlier. Costs in the current
quarter have been impacted by previously announced planned maintenance outages,
higher energy costs, especially natural gas, and reduced levels of production
given the weakness in demand for our products.

Final results for the fourth quarter are expected to be released on Wednesday,
January 24, 2001. This will be followed by an open conference call on January
25, 2001 to discuss the fourth quarter results and near term outlook.

All statements contained in this release, other than historical information, are
forward-looking statements. A variety of factors could cause business conditions
and the Company's actual results and experience to differ materially from those
expected by the Company or expressed in the Company's forward-looking
statements. Additional information concerning these factors is available in the
Company's most recent Form 10-K for the year ended December 31, 1999.

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