UNITED STATES 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 16, 2004 Allegheny Technologies Incorporated ------------------------------------------------------ (Exact name of registrant as specified in its charter) Delaware 1-12001 25-1792394 ---------------------------- ------------ ------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 1000 Six PPG Place, Pittsburgh, Pennsylvania 15222-5479 ------------------------------------------------------ ---------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (412) 394-2800 Item 5. Other Events On February 16, 2004, Jewel Acquisition LLC ("Jewel") and Allegheny Ludlum Corporation, wholly owned subsidiaries of Allegheny Technologies Incorporated, entered into an Asset Purchase Agreement with J&L Specialty Steel, LLC ("J&L") and Arcelor S.A. pursuant to which, subject to the satisfaction of certain conditions, Jewel has agreed to acquire substantially all of the assets of J&L. A copy of the press release announcing the transaction is filed as Exhibit 99.1, and a copy of the Asset Purchase Agreement is filed as Exhibit 99.2 to this Current Report on Form 8-K. Item 7. Financial Statements and Exhibits. (c) Exhibits Exhibit 99.1 Press release dated February 17, 2004. Exhibit 99.2 Asset Purchase Agreement, dated February 16, 2004, by and among J&L Specialty Steel, LLC, Arcelor S.A., Jewel Acquisition LLC and Allegheny Ludlum Corporation Page 2 of 3 Pages 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. ALLEGHENY TECHNOLOGIES INCORPORATED By: /s/ Jon D. Walton ----------------------------------- Jon D. Walton Executive Vice President-Human Resources, Chief Legal and Compliance Officer, General Counsel and Corporate Secretary Dated: February 17, 2004 Page 3 of 3 Pages