SECURITIES AND EXCHANGE COMMISSION ---------------------------------- 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): December 7, 1998 Armco Inc. - ------------------------------------------------------------------------ (Exact name of registrant as specified in charter) Ohio - ------------------------------------------------------------------------ (State or other jurisdiction of incorporation or organization) 1-873-2 31-0200500 - ------------------------ -------------------------------- (Commission File Number) (I.R.S. Employer Identification No.) One Oxford Centre, 301 Grant Street, Pittsburgh, Pennsylvania 15219-1415 - ------------------------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: 412/255-9800 ------------ Item 5. Other Events On December 7, 1998, Armco Inc. (the "Company") announced plans to issue $75 million of Senior Notes maturing in 2008, in a private placement pursuant to Rule 144A under the Securities Act of 1933, as amended. The Company stated that its intends to use the net proceeds of the offering to redeem or repurchase certain outstanding debt securities. The Company's press release is filed as an Exhibit hereto, and incorporated by reference. Item 7. Information And Exhibits Exhibit 99.2 Press Release dated December 7, 1998. 2 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. ARMCO INC. Date: December 7, 1998 By: /s/ Gary R. Hildreth ------------------------------------ Name: Gary R. Hildreth Title: Vice President 3