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 4, 2003

                         United States Steel Corporation
             (Exact name of registrant as specified in its charter)

       Delaware                1-16811               25-1897152
   ---------------     ----------------------    -------------------
   (State or other        (Commission File          (IRS Employer
   jurisdiction of             Number)           Identification No.)

      600 Grant Street, Pittsburgh, PA              15219-2800
     ----------------------------------             ----------
      (Address of principal executive               (Zip Code)

                                 (412) 433-1121
                         (Registrant's telephone number,
                              including area code)

Item 5. Other Events

On February 4, 2003, United States Steel Corporation executed and delivered an
underwriting agreement with J.P. Morgan Securities Inc. on behalf of itself and
as representative of the other underwriters relating to the sale of 5,000,000
shares of 7.00% Series B Mandatory Convertible Preferred Shares in an
underwritten public offering. The stock will be sold to the public at a price of
$50.00 per share and United States Steel Corporation has agreed to an
underwriting discount of $1.50 per share with net proceeds to United States
Steel Corporation of $48.50 per share. United States Steel Corporation has
granted the underwriters a customary over allotment option to purchase up to
750,000 shares on the same terms and conditions. United States Steel Corporation
is filing this Report on Form 8-K for the purpose of incorporating this
underwriting agreement into its Registration Statements on Form S-3
(Registration Statement No. 333-84200 and Registration Statement No. 333-
99273). Attached is a copy of the underwriting agreement and of the press
release announcing the pricing.

Item 7. Financial Statements and Exhibits

     (c)  Exhibits

          1    Underwriting Agreement dated February 4, 2003

       99.1    Press Release - "U. S. Steel Prices $250 Million Mandatory
               Convertible Preferred Shares"


     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.

United States Steel Corporation

By   /s/ Larry G. Schultz
     Larry G. Schultz
     Vice President and Controller

Dated:  February 5, 2003