aksteel13ga-021610.htm
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
SCHEDULE
13G
(RULE
13d - 102)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO 13d-1(b), (c) AND (d) AND
AMENDMENTS THERETO FILED PURSUANT TO 13d-2(b)
(Amendment No.
1)*
AK Steel Holding
Corporation
(Name of
Issuer)
Common
Stock
(Title of
Class of Securities)
001547108
(CUSIP
Number)
December 31,
2009
(Date of
Event which Requires Filing of this Statement)
Check the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
[
] Rule
13d-1(b)
[x] Rule
13d-1(c)
[
] Rule
13d-1(d)
*The
remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed to
be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934
or otherwise subject to the liabilities of that section of the Act but shall be
subject to all other provisions of the Act (however, see the Notes).
1. NAMES
OF REPORTING PERSONS
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
|
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [x]
(b) [
]
3. SEC
USE ONLY
4. CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE
VOTING POWER
40
6. SHARED
VOTING POWER
0
7. SOLE
DISPOSITIVE POWER
40
8. SHARED
DISPOSITIVE POWER
0
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
40
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN
SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 0.1%
12. TYPE
OF REPORTING PERSON*
PN
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1. NAMES
OF REPORTING PERSONS
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
|
|
|
Elliott
International, L.P.
|
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [x]
(b) [
]
3. SEC
USE ONLY
4. CITIZENSHIP
OR PLACE OF ORGANIZATION
Cayman Islands, British West
Indies
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH:
5. SOLE
VOTING POWER
0
6. SHARED
VOTING POWER
60
7. SOLE
DISPOSITIVE POWER
0
8. SHARED
DISPOSITIVE POWER
60
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
60
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN
SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 0.1%
12. TYPE
OF REPORTING PERSON*
PN
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
1. NAMES
OF REPORTING PERSONS
|
|
I.R.S.
IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES
ONLY)
|
|
|
Elliott
International Capital Advisors Inc.
|
2. CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [x]
(b) [
]
3. SEC
USE ONLY
4. CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
NUMBER OF
SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
5. SOLE
VOTING POWER
0
6. SHARED
VOTING POWER
60
7. SOLE
DISPOSITIVE POWER
0
8. SHARED
DISPOSITIVE POWER
60
9. AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
60
10. CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9)
EXCLUDES CERTAIN
SHARES* [ ]
11. PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
Less than 0.1%
12. TYPE
OF REPORTING PERSON*
CO
*SEE
INSTRUCTIONS BEFORE FILLING OUT!
This
statement is filed with respect to the shares of common stock (the “Common
Stock”) of AK Steel Holding Corporation (the
“Issuer”) beneficially owned by Elliott Associates, L.P. and its wholly owned
subsidiaries (“Elliott Associates”), Elliott International, L.P. (“Elliott
International”) and Elliott International Capital Advisors Inc. (“International
Advisors” and collectively, the “Reporting Persons”) as of February 11, 2010 and
amends and supplements the Schedule 13G originally filed on March 30, 2009 (the
"Schedule 13G"). Except as set forth herein, the Schedule 13G is
unmodified.
Provide the following information
regarding the aggregate number and percentage of the class of securities of the
issuer identified in Item 1.
(a) Amount
beneficially owned:
Elliott
Associates owns 40 shares of Common
Stock.
Elliott
International and International Advisors together beneficially own 60 shares of Common
Stock.
Elliott
Associates, Elliott International and International Advisors together
beneficially own an aggregate of 100 shares of
Common Stock.
(b) Percent
of class:
Elliott
Associates’ ownership of 40 shares of Common Stock constitutes less than 0.1% of
all of the outstanding shares of Common Stock.
Elliott
International and International Advisors' aggregate beneficial ownership of
60 shares of
Common Stock
constitutes less than 0.1% of all of the outstanding shares of Common
Stock.
Elliott
Associates,
Elliott International and
International Advisors' aggregate beneficial ownership of 100 shares of
Common Stock constitutes less than 0.1% of all the outstanding shares of Common
Stock.
(c) Number of
shares as to which such person has:
(i) Sole
power to vote
or to direct the vote
Elliott Associates has sole
power to vote or direct the vote of 40 shares of Common Stock.
(ii) Shared
power to vote
or to direct the vote
Elliott
International and International Advisors together have shared power to vote or
direct the vote of 60 shares of Common Stock.
(iii) Sole
power to dispose or to
direct the disposition of
Elliott
Associates has sole power to dispose or direct the disposition of 40
shares of Common Stock.
(iv) Shared
power to dispose or to direct the disposition of
Elliott
International and International Advisors together have shared power to dispose
or direct the disposition of 60 shares of Common Stock.
|
Item
5.
|
Ownership
of Five Percent or Less of a Class.
|
If this
statement is being filed to report the fact that as of the date hereof the
Reporting Persons have ceased to be the beneficial owners of more than five
percent of the class of securities, check the following [X].
By
signing below the undersigned certifies that, to the best of its knowledge and
belief, the securities referred to above were not acquired and are not held for
the purpose of or with the effect of changing or influencing the control of the
issuer of the securities and were not acquired and are not held in connection
with or as a participant in any transaction having that purpose or
effect.
SIGNATURES
After reasonable inquiry and to the
best of its knowledge and belief, each of the undersigned certifies that the
information with respect to it set forth in this statement is true, complete,
and correct.
Dated:
February 16, 2010
ELLIOTT
ASSOCIATES, L.P.
By:
Elliott Capital Advisors, L.P., as General Partner
By:
Braxton Associates, Inc., as General Partner
By: /s/ Elliot Greenberg
Elliot Greenberg
Vice President
ELLIOTT
INTERNATIONAL, L.P.
By:
Elliott International Capital Advisors Inc.,
as Attorney-in-Fact
By:
/s/ Elliot
Greenberg
Elliot Greenberg
Vice President
ELLIOTT
INTERNATIONAL CAPITAL ADVISORS INC.
By:
/s/ Elliot
Greenberg
Elliot Greenberg
Vice President