8-K

 
                      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): June 3, 1998



                         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


National Steel Corporation issued a press release on June 3, 1998 announcing
that it received on June 1, 1998 a complaint in a lawsuit filed on May 13, 1998
which seeks shareholder class action status and alleges violations of the
federal securities laws.  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 June 3, 1998.





                                   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:  June 4, 1998                    By: /s/John A. Maczuzak
                                           ----------------------------------
                                           John A. Maczuzak
                                           President and Chief Operating Officer

EX-99.1

 
                                                                    Exhibit 99.1


News Release
- ------------

Media Contact:                  Leon L. Judd
                                (219) 273-7631

Analyst/Investor Contact:       Joseph A. Rainis
                                (219) 273-7158



                 NATIONAL STEEL CORPORATION RECEIVES COMPLAINT
                                        
Mishawaka, IN, June 3, 1998 -National Steel Corporation (NYSE:NS) today
announced that it received on June 1, 1998 a complaint in a lawsuit filed on May
13, 1998 in the United States District Court for the Northern District of
Indiana.  The complaint seeks shareholder class action status and alleges
violations of the federal securities laws against the company, its majority
stockholder, NKK U.S.A. Corporation, Osamu Sawaragi, the company's chairman and
chief executive officer, and a former officer of the company.

The complaint generally relates to the company's restatement of financial
statements for certain prior periods which was announced in October 1997 and
seeks unspecified money damages.  The company stated that it believes that the
lawsuit is without merit and intends to defend against it vigorously.

All statements contained in this press 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 report on Form 10-Q for the quarter ended
March 31, 1998.

Headquartered in Mishawaka, Indiana, National is the nation's fourth largest
integrated steel company, with annual shipments of approximately six million
tons of flat rolled products. National employs approximately 9,400 people.
Visit National Steel's website at: www.nationalsteel.com.