INVESTOR RELATIONS

1995 Annual Report

Directors and Officers

Directors

Curtis H. Barnette
Chairman and Chief
Executive Officer

Benjamin R. Civiletti
Chairman,
Venable, Baetjer and Howard
(Law firm)

Worley H. Clark
Former Chairman and
Chief Executive Officer,
Nalco Chemical Company
(Chemical company)

John B. Curcio
Former Chairman and
Chief Executive Officer,
Mack Trucks, Inc.
(Manufacturer of heavy-
duty trucks)

Thomas L. Holton
Former Chairman and
Chief Executive Officer,
Peat, Marwick, Mitchell & Co.
(Accounting firm)

Lewis B. Kaden
Partner, Davis Polk & Wardwell
(Law firm)

Harry P. Kamen
Chairman, President and Chief Executive Officer, Metropolitan Life Insurance Company (Mutual life insurance company)

Winthrop Knowlton
Chairman,
Knowlton Brothers, Inc.
(Investment firm)

Robert McClements, Jr.
Former Chairman and
Chief Executive Officer,
Sun Company, Inc.
(Diversified energy company)

Gary L. Millenbruch
Executive Vice President, Treasurer and
Chief Financial Officer

Roger P. Penny
President and
Chief Operating Officer

Shirley D. Peterson
President, Hood College

Dean P. Phypers
Former Senior Vice President and Director, International Business Machines Corporation
(Information technology and
computer company)

William A. Pogue
Former Chairman and
Chief Executive Officer,
CBI Industries, Inc.
(Manufacturer of storage tanks
and industrial gases)

John F. Ruffie
Former Vice Chairman,
J.P. Morgan & Co., Inc.
(Bank holding company) and
Morgan Guaranty Trust Co. of
New York (Commercial bank)

Principal Committees
of the Board

Audit Committee
Thomas L. Holton, Chairman

Benjamin R. Civiletti
Worley H. Clark
Lewis B. Kaden
Harry P. Kamen
Shirley D. Peterson
John F. Ruffie

Executive Committee
Curtis H. Barnette, Chairman
Gary L. Millenbruch
Roger P. Penny

Compensation Committee
William A. Pogue, Chairman
John B. Curcio
Winthrop Knowlton
Robert McClements, Jr.
Dean P. Phypers

Finance Committee
Curtis H. Barnette, Chairman
All other directors

Committee on Directors
Dean P. Phypers, Chairman
All other non-officer directors

Corporate Officers and Business Unit Presidents

Corporate Officers
Curtis H. Barnette
Chairman
(Chief Executive Officer)

Roger P. Penny
President
(Chief Operating Officer)

Gary L. Millenbruch
Executive Vice President
and Treasurer
(Chief Financial Officer)

John A. Jordan, Jr.
Senior Vice President
(Administration)

David P. Post
Senior Vice President
(Commercial)

Lonnie A. Arnett
Vice President and
Controller (Accounting)

Stephen G. Donches
Vice President (Public Affairs)

William H. Graham
Vice President (Law),
General Counsel and Secretary

John L. Kluttz
Vice President (Union Relations)

Dr. Carl F. Meitzner
Vice President (Planning)

Dr. Augustine E. Moffitt, Jr.
Vice President (Safety,
Health and Environment)

William E. Wickert, Jr.
Vice President (Federal
Government Affairs)

Business Unit Presidents
Dr. Walter N. Bargeron
Services Division and
Chief Technology Officer

Duane R. Dunham
Sparrows Point Division

Joseph F. Emig
Burns Harbor Division

Andrew R. Futchko
Pennsylvania Steel
Technologies, Inc.

Timothy Lewis
Bethlehem Structural
Products Corporation

Gregory F. Paolini
BethForge, Inc./CENTEC
Roll Corporation

David Watson
BethShip, Inc.

Michael J. Zaia
Subsidiary Railroads
Red Bar

Financial Highlights Chairman's Letter
Business Units and Facilities
Financial Review and Operating Analysis
Financial Statements Financial Notes
Report of Auditors and Management Statement
Five-Year Financial and Operating Summaries Stockholder Information

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