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): February 16, 1999 (February
                                   11, 1999)



                          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 press releases on February 11, 1999 and
February 16, 1999 announcing the following actions:

     (1)  Board of Directors declared a quarterly common stock dividend.

     (2)  National Steel Corporation announces a $175 million bond offering.

Copies of these press releases are attached hereto as Exhibit 99.1 and 99.2
respectively.

ITEM 7.  FINANCIAL STATEMENTS AND EXHIBITS

Exhibit 99.1 Press release dated February 11, 1999 declaring a quarterly common
             stock dividend.

Exhibit 99.2   Press release dated February 16, 1999 announcing a bond offering.


                                   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:  February 16, 1999         By:  /s/ Glenn H. Gage
                                      -----------------
                                      Glenn H. Gage
                                      Senior Vice President and Chief Financial
                                       Officer

EX-99.1

 
                                                                    EXHIBIT 99.1
NEWS RELEASE
- ------------


Media Contact:               Clarence Ehlers
                             (219) 273-7327

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


                 NATIONAL STEEL DECLARES COMMON STOCK DIVIDEND


MISHAWAKA, IN, FEBRUARY 11, 1999 - National Steel Corporation (NYSE: NS) today
announced that its Board of Directors declared a cash dividend of $0.07 per
common share, payable on March 10, 1999 to stockholders of record at the close
of business on February 23, 1999.

This is National Steel's fifth consecutive quarterly dividend paid on common
shares.

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

EX-99.2

                                                                    EXHIBIT 99.2

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


Media Contact:               Clarence Ehlers
                             (219) 273-7327

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


                     NATIONAL STEEL ANNOUNCES BOND OFFERING

MISHAWAKA, IN, FEBRUARY 16, 1999 - National Steel Corporation (NYSE: NS)
announced today that it intends to sell $175 million aggregate principal amount
of ten year senior notes. The Bonds will be senior secured obligations of
National Steel Corporation. The Company will use the proceeds from the offering
to fund a new coating line that is currently under construction at its Great
Lakes Division.

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 from registration requirements.

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