Filed by United States Steel LLC and USX Corporation
                           Pursuant to Rule 425 under the Securities Act of 1933
  And deemed filed pursuant to Rule 13e-4 of the Securities Exchange Act of 1934
                                               Subject Company:  USX Corporation
                                                   Commission File No. 333-71454

                        USX CAPITAL LLC CALLS ITS "MIPS"

     PITTSBURGH, Nov. 5 -- USX Corporation announced today that its wholly owned
subsidiary, USX Capital LLC, has called for redemption on December 31, 2001 all
of the then outstanding 8.75% Cumulative Monthly Income Preferred Shares, Series
A ("MIPS") (NYSE: XLC_p).  On the redemption date, USX Capital LLC will pay
$25.18 per share reflecting the redemption price of $25 per share, plus a cash
payment for accrued but unpaid dividends through the redemption date.  After the
redemption date, the MIPS will cease to accrue dividends and will only represent
the right to receive the redemption price.  The MIPS  were issued in book entry
form only through The Depositary Trust Company ("DTC") and the redemption price
will be paid through DTC, which in accordance with its procedures will make
payment to its member securities brokers and dealers, banks, trust companies,
and clearing corporations.
     The MIPS are the subject of a previously announced exchange offer by United
States Steel LLC, currently a wholly owned subsidiary of USX Corporation,
pursuant to which United States Steel LLC is offering to exchange $25 principal
amount of its 10% Senior Quarterly Income Debt Securities due 2031 ("SQUIDS")
for each validly tendered and accepted MIPS of USX Capital LLC, up to a maximum
face amount of $161 million of MIPS, plus a cash payment for accrued but unpaid
dividends.  This exchange offer is being made only through a registration
statement, tender offer statement and prospectus.  The Securities and Exchange
Commission ("SEC") has not declared the registration statement effective.
Beneficial owners of MIPS of USX Capital LLC who decide to participate in the
exchange offer should contact Goldman, Sachs & Co., the Dealer Manager for the
exchange offer, or their own broker, dealer, bank, trust company or other
financial advisors.

     This press release does not constitute an offer to sell or a solicitation
of an offer to exchange any security.  A registration statement and a tender
offer statement relating to these securities have been filed with the SEC, but
the registration statement has not yet become effective.  These securities may
not be sold nor may offers to buy be accepted prior to the time the registration
statement becomes effective.  This press release shall not constitute an offer
to sell or the solicitation of an offer to buy, nor shall there be any sale of
these securities, in any State in which such offer, solicitation or sale would
be unlawful prior to registration or qualification under the securities laws of
any such State.

     Holders of any of the securities that are the subject of the exchange
offers are advised to read the registration and tender offer statements because
they contain important information.  Such holders may obtain a free copy of the
registration and tender offer statements, prospectus and other documents filed
by USX Corporation and United States Steel LLC with the Securities and Exchange
Commission, at the Securities and Exchange Commission's website at  After the registration statement becomes effective, such
holders may also obtain a free copy of the prospectus contained in the
registration and tender offer statements from USX Corporation, Shareholder
Services, 600 Grant Street, Room 611, Pittsburgh, PA 15219-4776.  Phone (412)
433-4801, (866) 433-4801 (toll free), (412) 433-4818 (fax).