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 27, 2005

RYERSON TULL, INC.

(Exact Name of Registrant as Specified in Its Charter)

Delaware

(State or Other Jurisdiction of Incorporation)

1-9117	36-3425828
(Commission File Number)	(I.R.S. Employer Identification No.)

2621 West 15th Place, Chicago, Illinois 60608

(Address Of Principal Executive Offices, including Zip Code)

(773) 762-2121

(Registrant’s Telephone Number, Including Area Code)

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 27, 2005, Ryerson Tull, Inc. (the “Company”), issued a press release reporting its results of operations for the third quarter of 2005. A copy of the press release dated October 27, 2005 is attached hereto as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

(a) None

(b) None

(c) Exhibit – The Exhibit index included herewith is incorporated herein by reference

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 27, 2005		/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 27, 2005

EX-99.1

EXHIBIT 99.1

            N E W S    R E L E A S E 2621 West 15^th Place Chicago, IL 60608 _________________________ For additional information: Terence R. Rogers VP Finance and Treasurer 773.788.3720

RYERSON TULL REPORTS THIRD QUARTER 2005 EARNINGS

Chicago, Illinois – October 27, 2005 – Ryerson Tull, Inc. (NYSE: RT) today reported net income of $33.9 million, or $1.30 per diluted share, for the third quarter ended September 30, 2005, compared with $17.4 million, or $0.68 per diluted share, for the third quarter of 2004. For the first nine months of the year, the company reported earnings per diluted share of $3.70 in 2005, compared to $1.97 in 2004.

The third quarter of 2005 reflected the contribution from Integris Metals, Inc., which was acquired on January 4, 2005. The quarter also included:

• A pretax pension curtailment gain of $21.0 million, or $0.49 per share, on freezing Integris Metal’s non-union plan;

• A pretax gain on the sale of property of $6.6 million, or $0.15 per share;

• A pretax restructuring charge of $0.3 million, or $0.01 per share;

• And a $2.1 million, or $0.08 per share, favorable income tax adjustment.

The third quarter of 2004 included:

• A pretax restructuring charge of $3.0 million, or $0.07 per share;

• 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.

“We posted a solid third quarter, even when compared with the year-ago quarter’s peak historic pricing for carbon flat rolled. Pricing and demand trends across our product lines were mixed. And the third quarter is seasonally slower than the first half of the year,” said Neil S. Novich, Chairman, President, and CEO of Ryerson Tull. “The acquisition of Integris continues to provide benefits as we capture cost savings and adopt best practices from both organizations. We made excellent progress reducing inventory and debt levels. And, as demonstrated by the gains described above, we are capitalizing on opportunities to sell excess assets and reduce our expense structure.”

Third quarter 2005 sales of $1.4 billion increased 57.6 percent from the third quarter of 2004, due to the acquisition of Integris, and declined 6.8 percent, sequentially,

October 27, 2005

Page 2

from the second quarter of 2005. For the third quarter of 2005, tons shipped increased 24.4 percent, and the average selling price increased 26.6 percent, year-over-year. Sequentially, tons shipped declined 2.3 percent, and the average selling price per ton declined 4.7 percent from the second quarter of 2005.

Gross profit per ton was $270 in the third quarter of 2005, compared with $213 in the third quarter of 2004 and $284 in the second quarter of 2005. Gross margins of 16.9 percent in the third quarter of 2005 compared with 16.8 percent in both the second quarter of 2005 and the third quarter of 2004. Operating expenses per ton of $190, compared with $210 in the prior period and $170 in the year-ago period, were favorably affected by the pension curtailment gain and the gain on sale of property in the third quarter of 2005.

Interest expense was $19.9 million in the third quarter of 2005, compared with $20.6 million in the second quarter of 2005, and $6.0 million in the third quarter of 2004. The year-over-year increase reflects higher debt levels needed to fund the acquisition of Integris Metals and higher working capital requirements. The acquisition of Integris remained accretive to earnings in the third quarter.

Comparing the third quarter of 2005 with pro forma third quarter 2004 data—which assumes that the acquisitions of J&F Steel and Integris Metals had occurred on January 1, 2004—net sales declined 1.4 percent, year-over-year, on a 2.2 percent decline in tonnage. Gross profit was essentially unchanged. Operating profit increased $14.7 million. This change included the $21.0 million pension curtailment gain and the $6.6 million gain on sale of property. These gains were partially offset by the cost to align employee benefits, and by inflationary pressures on expenses, particularly energy-related.

Integris Integration

“Based on detailed plans for the integration of Integris and the success of our efforts to date, we now believe we can achieve annualized cost savings in excess of $50 million, compared with our original estimate of $30 million,” added Novich. “And we continue to pursue ways to maximize the value of the combination.”

The integration will include an overall workforce reduction of approximately 400 employees and the consolidation of an estimated 20 service centers. Completion of the

October 27, 2005

Page 3

process is expected to include restructuring charges of $7 million to $11 million, as well as operating expenses—primarily for physical relocation of equipment and inventory—of $5 million to $8 million. Most of these restructuring charges and implementation expenses are likely to occur in 2006.

As previously disclosed, the multi-year program to upgrade the company’s technical capabilities and consolidate multiple software platforms into a single, integrated platform, using software from SAP, will be implemented across Integris and J&F. To reflect the expanded scope and timeframe, the company now anticipates total expenditures of $65 million for the company-wide conversion, $32 million of which are capital expenditures, with completion by the end of 2008. Through the third quarter of 2005, the company has already spent $28 million, $21 million of which were capital expenditures. “Extending the implementation of SAP to all facilities will enable us to integrate our service centers and corporate offices and eliminate Integris’ standalone IT costs, significantly reducing total expenses,” stated Novich.

Financial Condition

In the third quarter of 2005, Ryerson Tull generated cash flow from operations of $177 million, after a voluntary pension fund contribution of $10 million. The company reduced debt by $167 million during the quarter, primarily driven by a $140 million reduction in inventory. As a result, the company ended the third quarter of 2005 with a debt-to-capital ratio of 67.1 percent, compared to 71.7 percent at the end of the second quarter. Availability under its credit facility increased to approximately $409 million at the end of the third quarter, up from $242 million at the end of the second quarter of 2005. “While we expect the pace of the inventory reduction to slow, we will continue to emphasize working capital management and utilize cash flow to pay down debt,” continued Novich.

Outlook

“The fourth quarter is our seasonally slowest of the year, driven by customers’ year-end shutdowns and fewer ship days—60 compared to 64 in the third quarter of 2005,” concluded Novich. “However, we expect the economy and the overall metals market to remain healthy through the fourth quarter and into 2006. And beyond the

October 27, 2005

Page 4

consolidation of the two companies, we remain committed to continuously improving our cost structure and customer service, and driving growth from our national marketing program. These serve to enhance our competitive position and long-term prospects.”

Additionally, in the fourth quarter, the company expects to record a one-time reduction in gross profit of an estimated $5 million to $15 million, related to implementation of a uniform LIFO inventory accounting method. The company believes the adoption of this LIFO accounting method for its U.S. operations will result in a better matching of material costs with revenues and facilitate the integration of operations.

Note: Ryerson Tull will conduct a conference call to discuss third-quarter results on Friday, October 28, 2005, 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 revenues of $4.5 billion through the first nine months of 2005. The company services customers through a network of service centers across the United States and in Canada, Mexico, and India. On January 1, 2006, the company will change its name to Ryerson Inc. and adopt the ticker symbol ‘RYI’.

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; management’s ability to integrate and achieve projected cost savings with the acquisition of Integris; expense control and inflationary pressures; ability to maintain or increase market share and gross profits; inventory management; market competition; 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)

	2005						2004			First Nine Months Ended September 30
	Third Quarter			Second Quarter			Third Quarter			2005			2004
NET SALES	$	1,416,432		$	1,520,273		$	898,725		$	4,476,679		$	2,398,276
Cost of materials sold		1,177,389			1,264,128			747,410			3,712,692			1,961,539
Gross profit		239,043			256,145			151,315			763,987			436,737
Warehousing and delivery		101,733			101,785			63,280			305,293			183,553
Selling, general and administrative		93,580			87,274			56,811			270,070			161,870
Restructuring and plant closure costs		318			591			2,960			3,303			3,553
Pension curtailment gain		(21,013	)		—			—			(21,013	)		—
Gain on sale of assets		(6,621	)		—			(2,298	)		(6,621	)		(4,645	)
OPERATING PROFIT		71,046			66,495			30,562			212,955			92,406
Other revenue and expense, net		1,494			437			29			3,149			98
Interest and other expense on debt		(19,901	)		(20,628	)		(5,983	)		(59,929	)		(16,034	)
INCOME BEFORE INCOME TAXES		52,639			46,304			24,608			156,175			76,470
Provision for income taxes		18,760			19,694			9,425			60,308			29,288
INCOME FROM CONTINUING OPERATIONS		33,879			26,610			15,183			95,867			47,182
Discontinued operations (net of tax):
Adjustment to the gain on sale of the Inland Steel Company		—			—			2,251			—			3,494
NET INCOME		33,879			26,610			17,434			95,867			50,676
Dividends on preferred stock		48			48			48			144			144
NET INCOME APPLICABLE TO COMMON STOCK	$	33,831		$	26,562		$	17,386		$	95,723		$	50,532
INCOME PER SHARE OF COMMON STOCK
Basic:
Income from continuing operations	$	1.34		$	1.06		$	0.61		$	3.80		$	1.89
Inland Steel Company—adjustment to gain on sale		—			—			0.09			—			0.14
Basic earnings per share	$	1.34		$	1.06		$	0.70		$	3.80		$	2.03
Diluted:
Income from continuing operations	$	1.30		$	1.03		$	0.59		$	3.70		$	1.83
Inland Steel Company—adjustment to gain on sale		—			—			0.09			—			0.14
Diluted earnings per share	$	1.30		$	1.03		$	0.68		$	3.70		$	1.97
Average shares of common stock—diluted		26,099			25,831			25,746			25,897			25,694
Supplemental Data:
Tons shipped (000)		883			904			710			2,679			2,125
Average selling price/ton	$	1,603		$	1,682		$	1,266		$	1,671		$	1,129
Gross profit/ton	$	270		$	284		$	213		$	285		$	205
Operating expenses/ton		190			210			170			206			162
Operating profit/ton		80			74			43			79			43
Depreciation expense		8,967			9,092			5,716			27,404			16,284
(Dollars in Millions)
	9/30/2005			6/30/2005			3/31/2005			12/31/2004
Cash and cash equivalents	$	33.1		$	25.5		$	23.7		$	18.4
Accounts receivable		724.4			758.6			798.1			465.4
Inventory at LIFO value		898.7			1,038.8			1,085.4			601.0
Addback: LIFO reserve		270.0			311.0			331.2			335.2
Current value of inventory		1,168.7			1,349.8			1,416.6			936.2
Net property, plant and equipment		402.7			413.1			416.1			239.3
Net deferred tax asset		131.3			156.9			152.8			161.7
Total assets		2,357.3			2,531.9			2,622.8			1,532.3
Accounts payable		273.1			310.9			358.5			222.3
Long-term debt (including due within one year)		1,082.7			1,249.7			1,325.3			526.2
Stockholders’ equity		531.5			492.1			466.9			432.8
	2005
	Third Quarter			Second Quarter			First Quarter
Cash flow from operations	$	177.3		$	84.8		$	(134.9	)
Capital expenditures		(10.2	)		(7.2	)		(6.9	)

Integris Metals 2004 Quarterly Data (unaudited)

(Dollars and Tons in Thousands)

	2004								First Nine Months Ended September 30, 2004
	Q1		Q2		Q3		Q4
Net sales	$	473,713	$	495,769	$	521,998	$	512,201	$	1,491,480
Gross profit		92,532		90,385		94,595		88,275		277,512
Operating profit		29,119		27,767		24,664		21,794		81,550
Tons shipped		182		173		174		162		529
Ryerson Tull pro forma 2004 Quarterly Data including the acquisitions of Integris Metals and J&F Steel and the issuances of $175 million Convertible Senior Notes due 2024 and $150 million Senior Notes due 2011, as if all occurred at January 1, 2004 (unaudited)
(Dollars and Tons in Thousands)
	Pro forma 2004								First Nine Months Ended September 30, 2004
	Q1		Q2		Q3		Q4
Net sales	$	1,218,082	$	1,338,811	$	1,436,238	$	1,415,883	$	3,993,131
Gross profit		233,823		246,107		239,198		223,937		719,128
Operating profit		55,612		71,174		56,317		26,696		183,103
Tons shipped		981		933		903		859		2,817
(Dollars in Millions)	Pro forma 12/31/2004
Cash and cash equivalents	$	22.6
Accounts receivable		706.9
Inventory at LIFO value		1,001.7
Addback: LIFO reserve		335.2
Current value of inventory		1,336.9
Net property, plant and equipment		394.5
Net deferred tax asset		184.8
Accounts payable		316.3
Long-term debt (including due within one year)		1,184.8
Stockholders’ equity		432.8