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)

October 21, 2004

RYERSON TULL, INC.

(Exact name of registrant as specified in its charter)

Delaware	1-9117	36-3425828
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

2621 West 15th Place, Chicago, Illinois	60608
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code

    (773) 762-2121

    Not Applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

The following information is furnished pursuant to “Item 2.02. Results of Operations and Financial Condition.”

On October 21, 2004, Ryerson Tull, Inc. (the “Company”), issued a press release reporting its results of operations for the third quarter of 2004. A copy of the press release dated October 21, 2004 is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits.

Exhibit No.
99.1	Press release dated October 21, 2004

SIGNATURES

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.

	RYERSON TULL, INC.
Dated: October 21, 2004	/s/ Lily L. May
	By:	Lily L. May
	Its:	Vice President, Controller and Chief Accounting Officer

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release, dated October 21, 2004

EX-99.1

EXHIBIT 99.1

RYERSON TULL REPORTS THIRD QUARTER 2004 EPS OF $0.68

Continues Turnaround Started in First Quarter of 2004

Chicago, Illinois – October 21, 2004 – Ryerson Tull, Inc. (NYSE: RT) today reported a third quarter 2004 net profit of $17.4 million, or $0.68 per diluted share. This compares with a net loss of $3.2 million, or $0.13 per share, in the third quarter of 2003, and a net profit of $21.3 million, or $0.83 per diluted share, in the second quarter of 2004. Third quarter 2004 results included a previously disclosed pretax restructuring charge of $3.0 million, or $0.07 per share, to consolidate two locations in the Northeast; a pretax gain of $2.3 million, or $0.05 per share, on the sale of property; and a $2.3 million after-tax, or $0.09 per share, positive income adjustment associated with a discontinued operation. Second quarter 2004 results included a pretax restructuring charge of $593,000, or $0.01 per share; a pretax gain of $2.3 million, or $0.06 per share, on the sale of property; and a $1.2 million after-tax, or $0.05 per share, positive income adjustment associated with a discontinued operation. Third quarter 2003 results included a pretax restructuring charge of $898,000, or $0.02 per share.

“This represents our third consecutive quarter of solid growth and profitability,” said Neil S. Novich, Chairman, President, and CEO of Ryerson Tull. “Our national marketing program is enabling us to expand our customer base, with more than 5,000 new customer accounts added year-to-date. We are also experiencing strong market demand and the benefits of our multi-year restructuring, which has made us a more efficient and responsive competitor.”

Third-Quarter Performance

“While we experienced the typical third-quarter slowdown, driven by customers’ summer shutdowns, market demand and pricing remained strong,” said Novich. “Additionally, we had two months’ sales contribution from J&F Steel, which was acquired on July 30, 2004.”

Third quarter 2004 sales, including J&F Steel, increased 63.0 percent from the third quarter of 2003, on a 9.6 percent increase in tons shipped and a 48.8 percent increase in the average selling price per ton. On a sequential basis, third quarter 2004 sales increased 13.1 percent from the second quarter of 2004, on a 3.2 percent increase in tons shipped and a 9.6 percent increase in the average selling price per ton.

Gross profit per ton was $213 in the third quarter of 2004, compared with $159 in the year-ago period and $216 in the second quarter of 2004. Gross margins were 16.8 percent in the third quarter of 2004, compared with 18.7 percent in the second quarter of 2004 and the third quarter of 2003. The decline in the gross margin was largely the result of a dollar-for-dollar pass-through of price increases and surcharges, which mathematically results in a lower margin percentage.

Third quarter 2004 operating expenses per ton were $170, compared to $162 in the second quarter of 2004 and $161 in the third quarter of 2003. The third quarter of 2004 included higher restructuring charges and performance-based incentive expenses.

Financial Condition

In the third quarter of 2004, Ryerson Tull completed the acquisition of J&F Steel for approximately $59.0 million. In conjunction with this acquisition, the company increased its bank line of credit to $525 million from $450 million and extended the maturity from December 31, 2006, to July 30, 2008.

During the third quarter, the company made the previously disclosed $21.5 million voluntary contribution to its pension fund.

Ryerson Tull ended the third quarter with a debt-to-capital ratio of 50.5 percent and approximately $136 million available under its credit facility, compared with a debt-to-capital ratio of 43 percent and availability of $158 million at the end of the second quarter of 2004.

Also, as previously reported, on September 17, 2004, the Pension Benefit Guarantee Corporation (PBGC) released Ryerson Tull from its guarantee and letter of credit to the PBGC for the Ispat Inland Pension Plan. As a result, Ryerson Tull recorded a $2.3 million after-tax adjustment during the third quarter of 2004 to the gain on the 1998 sale of the Inland Steel Company, a discontinued operation.

Outlook

“In the fourth quarter, we expect the typical year-end slowdown, resulting from customers’ holiday shutdowns,” concluded Novich. “And there are four fewer ship days. But we believe underlying metals demand will remain strong, and we will continue our aggressive marketing, aimed at expanding our customer base and growing business with existing accounts.”

Note: Ryerson Tull will conduct a conference call to discuss third-quarter results on Friday, October 22, 2004, at 9:00 a.m. Eastern time. The call will be simulcast on the company’s Web site, www.ryersontull.com.

Ryerson Tull, Inc. is North America’s leading distributor and processor of metals, with 2003 revenues of $2.2 billion. The company services customers through a network of service centers across the United States and in Canada, Mexico, and India.

Business Risks: This press release contains statements that are not historical facts and are forward-looking statements. The forward-looking statements (generally identified by words or phrases indicating a projection or future expectations, such as “anticipates”, “is planning to”, “estimates”, “expects”, or “believes”) are based on the company’s current expectations, estimates, assumptions, forecasts, and projections about the general economy, industry, and company performance. These statements are not guarantees of future performance and involve certain risks, uncertainties, and assumptions that could result in actual outcomes or results being materially different from those expressed or forecast. Representative factors that may affect the company’s performance include the general economy and business conditions relating to metals-consuming industries; sales volumes; pricing pressures; cost of purchased materials; ability to maintain or increase market share and gross profits; inventory management; market competition; the company’s ability to maintain or lower its cost structure; industry and customer consolidation; customer and supplier insolvencies; and labor relations.

RYERSON TULL, INC. AND SUBSIDIARY COMPANIES

Selected Income and Balance Sheet Data—Unaudited

(Dollars and Shares in Thousands except Per Share and Per Ton Data)

	2004						2003			First Nine Months Ended September 30
	Third Quarter			Second Quarter			Third Quarter
										2004			2003
NET SALES	$	898,725		$	794,706		$	551,437		$	2,398,276		$	1,641,935
Cost of materials sold		747,410			646,280			448,412			1,961,539			1,325,732
Gross profit		151,315			148,426			103,025			436,737			316,203
Warehousing and delivery		63,280			61,024			56,783			183,553			169,489
Selling, general and administrative		56,811			52,218			46,518			161,870			141,496
Restructuring and plant closure costs		2,960			593			898			3,553			2,440
Gain on sale of assets		(2,298	)		(2,347	)		—			(4,645	)		—
OPERATING PROFIT (LOSS)		30,562			36,938			(1,174	)		92,406			2,778
Other revenue and expense, net		29			27			46			98			120
Interest and other expense on debt		(5,983	)		(5,123	)		(4,201	)		(16,034	)		(13,973	)
INCOME (LOSS) BEFORE INCOME TAXES		24,608			31,842			(5,329	)		76,470			(11,075	)
Provision (benefit) for income taxes		9,425			11,835			(2,153	)		29,288			(4,452	)
INCOME (LOSS) FROM CONTINUING OPERATIONS		15,183			20,007			(3,176	)		47,182			(6,623	)
Discontinued operations (net of tax):
Adjustment to the gain on sale of the Inland Steel Company		2,251			1,243			—			3,494			—
NET INCOME (LOSS)	$	17,434		$	21,250		$	(3,176	)	$	50,676		$	(6,623	)
INCOME (LOSS) PER SHARE OF COMMON STOCK
Basic:
Income (loss) from continuing operations	$	0.61		$	0.80		$	(0.13	)	$	1.89		$	(0.27	)
Inland Steel Company—adjustment to gain on sale		0.09			0.05			—			0.14			—
Net income (loss)	$	0.70		$	0.85		$	(0.13	)	$	2.03		$	(0.27	)
Diluted:
Income (loss) from continuing operations	$	0.59		$	0.78		$	(0.13	)	$	1.83		$	(0.27	)
Inland Steel Company—adjustment to gain on sale		0.09			0.05			—			0.14			—
Net income (loss)	$	0.68		$	0.83		$	(0.13	)	$	1.97		$	(0.27	)
Dividends on preferred stock	$	48		$	48		$	48		$	144		$	144
Net income (loss) applicable to common stock	$	17,386		$	21,202		$	(3,224	)	$	50,532		$	(6,767	)
Average shares of common stock—diluted		25,746			25,557			24,828			25,694			24,819
Supplemental Data :
Tons shipped (000)		710			688			648			2,125			1,917
Average selling price/ton	$	1,266		$	1,155		$	851		$	1,129		$	857
Gross profit/ton	$	213		$	216		$	159		$	205		$	165
Operating expenses/ton		170			162			161			162			164
Operating profit (loss)/ton		43			54			(2	)		43			1
Depreciation included in Cost of materials sold		4,291			3,748			4,820			11,879			13,331
Depreciation included in SG&A expenses		1,425			1,492			1,496			4,405			4,511
(Dollars in Millions)
	9/30/2004			12/31/2003
Cash and cash equivalents	$	28.6		$	13.7
Accounts receivable		487.8			257.8
Current value of inventory		848.3			498.8
Inventory at LIFO value		555.3			437.6
Net property, plant and equipment		237.6			225.0
Net deferred tax asset		118.1			131.8
Accounts payable		284.1			144.9
Long-term debt		441.2			266.3
Stockholders' equity		432.9			382.3