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                       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))

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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