================================================================================ 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): February 8, 2005 INTERNATIONAL STEEL GROUP INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-31926 71-0871875 (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 4020 Kinross Lakes Parkway, Richfield, Ohio, 44286-9000 (Address of Principal Executive offices, including Zip Code) Registrant's telephone number, including area code: 330-659-9100 N.A. (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 obligations of the registrant under any of the following provisions (see General Instruction A.2 below): [X] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [X] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14-12) [ ] 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 CRF 240.13e-4(c)) ================================================================================ ITEM 8.01 OTHER EVENTS International Steel Group Inc. (NYSE: ISG) announced today that it has established February 11, 2005 as the record date for determining shareholders entitled to vote at the special meeting to be held to consider the proposed merger of International Steel Group Inc. and Mittal Steel Company N.V., formerly known as Ispat International N.V. A copy of the news release is attached here as Exhibit 99.1. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits 99.1 News release dated February 8, 2005 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. INTERNATIONAL STEEL GROUP INC. By: /s/ Lonnie A. Arnett -------------------------------- Name: Lonnie A. Arnett Title: Vice President, Controller and Chief Accounting Officer Dated: February 8, 2005 INDEX TO EXHIBITS Exhibit Number Description - ------- ----------------------------------- 99.1 News release dated February 8, 2005