Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
SPELICH GORDON C
   2. Issuer Name and Ticker or Trading Symbol
INTERNATIONAL STEEL GROUP INC [ISG] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP - Business Development
(Last)
(First)
(Middle)
C/O INTERNATIONAL STEEL GROUP INC., 4020 KINROSS LAKES PARKWAY		 3. Date of Earliest Transaction (Month/Day/Year)
04/15/2005
(Street)

RICHFIELD, OH 44286		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, Par Value $0.01 04/15/2005   D   72,400 D (1) 0 D  
Common Stock, Par Value $0.01 04/15/2005   D   200,347 (2) D (1) 0 D  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy) $ 2.76 04/12/2005   D     371,050   (3) 04/12/2008 Common Stock 371,050 $ 39.24 0 D  
Employee Stock Option (right to buy) $ 25.55 04/12/2005   D     54,300   (4) 07/07/2009 Common Stock 54,300 $ 16.45 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
SPELICH GORDON C
C/O INTERNATIONAL STEEL GROUP INC.
4020 KINROSS LAKES PARKWAY
RICHFIELD, OH 44286		       VP - Business Development  

Signatures

 /s/ Gordon C. Spelich   04/15/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Disposed of pursuant to merger agreement between International Steel Group Inc. ("ISG"), Mittal Steel Company N.V. and the other parties thereto pursuant to which on April 15, 2005, all of the issued and outstanding shares of the Common Stock, par value $0.01 per share, of ISG were converted into the right to receive (1) $42.00 per share in cash, (2) 1.21740 Mittal Steel class A common shares, par value E0.01 per share, or (3) a combination of cash and Mittal Steel class A common shares. All elections are subject to the proration procedures provided in the merger agreement.
(2) Represents the disposition of 200,347 shares of International Steel Group Inc. ("ISG") common stock (the "Common Stock") by the Reporting Person in satisfaction of a variable share forward sale agreement entered into by the Reporting Person with an unaffiliated third party. This variable share forward sale agreement is described in greater detail in Exhibit 99.1 of the Form 4 filed by the Reporting Person on August 4, 2004, which description is incorporated herein by reference.
(3) This option, which provided for vesting in four equal annual installments beginning April 12, 2002, was cancelled in the merger of International Steel Group Inc. with a wholly owned subsidiary of Mittal Steel Company N.V. (the "Merger") in exchange for a cash payment of $14,559,099.98 which is equal to the difference between the per share exercise price of the option and $42.00 per share, multiplied by the number of options cashed out.
(4) This option, which provided for vesting in four equal annual installments beginning July 7, 2003, was cancelled in the Merger in exchange for a cash payment of $893,235.00 which is equal to the difference between the per share exercise price of the option and $42.00 per share, multiplied by the number of options cashed out.

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