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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 6-K
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16 of the
Securities Exchange Act of 1934
FOR THE MONTH OF DECEMBER, 2006
COMMISSION FILE NUMBER 1-14732
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COMPANHIA SIDERURGICA NACIONAL
(Exact name of registrant as specified in its charter)
NATIONAL STEEL COMPANY
(Translation of Registrant's name into English)
AV. BRIGADEIRO FARIA LIMA 3400, 20 ANDAR
SAO PAULO, SP, BRAZIL
04538-132
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports
under cover Form 20-F or Form 40-F.
Form 20-F ___X___ Form 40-F _______
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
Yes _______ No ___X____
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On December 14, 2006, Companhia Siderurgica Nacional ("CSN") announced the
termination of its Agreement and Plan of Merger with Wheeling-Pittsburgh
Corporation ("WPC"), dated October 24, 2006.
The following is a translation of CSN's "Material Fact" announcement in Brazil
relating to the termination of the Agreement and Plan of Merger. The following
"Material Fact" announcement contains forward-looking statements as discussed
more fully below.
MATERIAL FACT
COMPANHIA SIDERURGICA NACIONAL
Publicly-held Corporation
Rua Sao Jose, n. 20, Grupo 1602, parte
Rio de Janeiro/RJ
CNPJ n. 33.042.730/0001-04
COMPANHIA SIDERURGICA NACIONAL (CSN) hereby informs its shareholders
and the public about the termination by CSN of the Merger Agreement executed
with Wheeling-Pittsburgh Corporation ("WPC"), as mentioned in the material fact
of October 25, 2006, in view of the interest of the new management of WPC,
elected in the general meeting held on November 17, 2006, of pursuing a similar
transaction with another company.
Rio de Janeiro, December 14, 2006
Companhia Siderurgica Nacional
Benjamin Steinbruch
Investors' Relation Executive Officer
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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, thereunto duly authorized.
Date: December 15, 2006
COMPANHIA SIDERURGICA NACIONAL
By: /s/ Benjamin Steinbruch
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Benjamin Steinbruch
Chief Executive Officer
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CAUTIONARY LANGUAGE REGARDING FORWARD-LOOKING STATEMENTS
This "Material Fact" may contain forward-looking statements. These
statements are statements that are not historical facts, and are based on
management's current view and estimates of future economic circumstances,
industry conditions, company performance and financial results. The words
"anticipates", "believes", "estimates", "expects", "plans" and similar
expressions, as they relate to the company, are intended to identify
forward-looking statements. Statements regarding the declaration or payment of
dividends, the implementation of principal operating and financing strategies
and capital expenditure plans, the direction of future operations and the
factors or trends affecting financial condition, liquidity or results of
operations are examples of forward-looking statements. Such statements reflect
the current views of management and are subject to a number of risks and
uncertainties. There is no guarantee that the expected events, trends or results
will actually occur. The statements are based on many assumptions and factors,
including general economic and market conditions, industry conditions, and
operating factors. Any changes in such assumptions or factors could cause actual
results to differ materially from current expectations.
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