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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 11-K

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934

þ   ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2009

o   TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]

FOR THE TRANSITION PERIOD FROM                      TO                     

COMMISSION FILE NUMBER 1-12001

ROME METALS, LLC EMPLOYEES’ 401(k) AND
PROFIT SHARING PLAN
(Title of Plan)

ALLEGHENY TECHNOLOGIES INCORPORATED

(Name of Issuer of securities held pursuant to the Plan)

1000 Six PPG Place, Pittsburgh, Pennsylvania 15222-5479

(Address of Plan and principal executive offices of Issuer)
 
 


Table of Contents

Audited Financial Statements and Supplemental Schedule
Rome Metals, LLC Employees’ 401(k) and Profit Sharing Plan
Years Ended December 31, 2009 and 2008
With Report of Independent Registered Public Accounting Firm

 


 

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Audited Financial Statements
and Supplemental Schedule
Years Ended December 31, 2009 and 2008
Contents
         
    1  
Audited Financial Statements
       
    2  
    3  
    4  
Supplemental Schedule
       
    13  
 EX-23.1

 


Table of Contents

Report of Independent Registered Public Accounting Firm
Allegheny Technologies Incorporated
We have audited the accompanying statements of net assets available for benefits of the Rome Metals, LLC Employees’ 401(k) and Profit Sharing Plan as of December 31, 2009 and 2008, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. We were not engaged to perform an audit of the Plan’s internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Plan’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2009 and 2008, and the changes in its net assets available for benefits for the years then ended, in conformity with U.S. generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets (held at end of year) as of December 31, 2009, is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labor’s Rules and Regulations for Reporting and Disclosures under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management. The supplemental schedule has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.
/s/ Ernst & Young LLP
Pittsburgh, Pennsylvania
June 25, 2010

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Statements of Net Assets Available for Benefits
                 
    December 31  
    2009     2008  
     
Investments at fair value:
               
Interest in registered investment companies
  $ 2,377,920     $ 1,872,360  
Interest in common collective trusts
    2,158,480       1,236,244  
Interest in synthetic investment contracts
    1,309,136       1,419,690  
Participant loans
    679,467       562,513  
Corporate common stocks
    228,052       81,768  
Interest-bearing cash and cash equivalents
    141,666       124,360  
     
Total investments at fair value
    6,894,721       5,296,935  
 
Receivables
    422,838       925,003  
     
Net assets available reflecting investments at fair value
    7,317,559       6,221,938  
Adjustment from fair value to contract value for fully benefit-responsive investment contracts
    (13,660 )     92,334  
     
Net assets available for benefits
  $ 7,303,899     $ 6,314,272  
     
See accompanying notes.

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Statement of Changes in Net Assets Available for Benefits
                 
    Years Ended December 31  
    2009     2008  
     
Contributions:
               
Employer
  $ 422,838     $ 925,003  
Employee
    91,715       88,476  
Rollovers
    92,186        
     
Total contributions
    606,739       1,013,479  
 
Investment income (loss):
               
Net gain (loss) from interest in registered investment companies
    664,445       (1,169,684 )
Net gain (loss) from interest in common collective trusts
    447,105       (621,847 )
Net gain (loss) on corporate common stocks
    78,363       (118,973 )
Interest income
    60,862       63,354  
Other income
    55,400       40,898  
     
Total investment income (loss)
    1,306,175       (1,806,252 )
     
 
    1,912,914       (792,773 )
 
Distributions to participants
    (906,779 )     (434,575 )
Administrative expenses and other, net
    (16,508 )     -  
     
 
    (923,287 )     (434,575 )
     
 
Net increase (decrease) in net assets available for benefits
    989,627       (1,227,348 )
Net assets available for benefits at beginning of year
    6,314,272       7,541,620  
     
Net assets available for benefits at end of year
  $ 7,303,899     $ 6,314,272  
     
See accompanying notes.

3


Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Notes to Financial Statements
December 31, 2009
1. Significant Accounting Policies
Use of Estimates and Basis of Accounting
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
The financial statements are prepared under the accrual basis of accounting.
Investment Valuation
Investments are reported at fair value. Fully benefit-responsive investment contracts held by a defined contribution plan are reported at fair value in the Plan’s statement of net assets available for benefits with a corresponding adjustment to reflect these investments at contract value. Contract value is the relevant measurement attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The contract value represents contributions plus earnings, less participant withdrawals and administrative expenses.
Recent Accounting Pronouncements
In September 2009, the Financial Accounting Standards Board (FASB) issued changes to disclosure requirements to allow entities to use net asset value (NAV) per share (or its equivalent), as a practical expedient, to measure fair value when the investment does not have a readily determinable market value and the NAV is calculated in a manner consistent with investment company accounting. The adoption of these changes did not have a material impact on the Plan’s net assets available for benefits or its changes in net assets available for benefits.
In January 2010, the FASB issued changes to disclosure requirements for fair value measurements, including the amount of transfers between Levels 1 and 2 of the fair value hierarchy, the reasons for transfers in or out of Level 3 of the fair value hierarchy, and activity for recurring Level 3 measures. In addition, the changes clarify certain disclosure requirements related to the level at which fair value disclosures should be disaggregated with separate disclosures of purchases, sales, issuances and settlements, and the requirement to provide disclosures about valuation techniques and inputs used in determining the fair value of assets or liabilities classified as Levels 2 or 3. The Plan will adopt the disclosure changes effective January 1, 2010, except for the disaggregated Level 3 rollforward disclosures, which will be effective for fiscal year 2011. The adoption of these changes is not expected to have a material impact on the Plan’s net assets available for benefits or its changes in net assets available for benefits.

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Notes to Financial Statements (continued)
2. Description of the Plan
The Rome Metals, LLC Employees’ 401(k) and Profit Sharing Plan (the Plan) is a defined contribution plan and is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA). Rome Metals, LLC (the Plan Sponsor or the Company) is an indirect, wholly-owned subsidiary of Allegheny Technologies Incorporated (the Plan Administrator).
The purpose of the Plan is to provide retirement benefits to eligible employees through Company contributions and to encourage employee thrift by permitting eligible employees to defer a part of their compensation and contribute such deferral to the Plan. The Plan allows employees to contribute a portion of eligible wages each pay period through payroll deductions subject to Internal Revenue Code limitations.
The Company also contributes an amount from its current or accumulated profits for each Plan Year as determined by its Board of Directors. The Board of Directors, in its sole discretion, may choose to make contributions without regard to its current or accumulated profits for the Plan Year. The determination of Company contributions for employees in the collective bargaining unit represented by the United Steel, Paper and Forestry, Rubber, Manufacturing, Energy, Allied Industrial and Service Workers AFL-CIO, CLC, are subject to the terms of the collective bargaining agreement effective May 31, 2008.
The Plan allows participants to direct their contributions, and contributions made by the Company, to any of the investment alternatives. Unless otherwise specified by the participant, contributions are made to State Street Global Advisors Target Retirement Fund that most closely matches the participant’s 65th birthday date (e.g., State Street Target Retirement 2020 SL Series Fund). Separate accounts are maintained by the Plan Sponsor for each participating employee. Trustee fees and asset management fees charged by the Plan’s trustee, Mercer Trust Company, for the administration of all funds are charged against net assets available for benefits of the respective fund. Certain other expenses of administering the Plan may be paid by the Plan Sponsor.
Participants may make “in-service” and hardship withdrawals as outlined in the plan document.

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Notes to Financial Statements (continued)
2. Description of the Plan (continued)
Participants are always fully vested in that portion of their participant account balance derived from their own contributions. The portion derived from Company contributions vest based upon the employee’s years of service, as follows:
         
Years   Amount of Vesting  
 
Fewer than 2
    0 %
2 but fewer than 3
    20 %
3 but fewer than 4
    40 %
4 but fewer than 5
    60 %
5 but fewer than 6
    80 %
6 or more
    100 %
Active employees can borrow up to 50% of their vested account balances minus any outstanding loans. The loan amounts are further limited to a minimum of $500 and a maximum of $50,000, and an employee can obtain no more than three loans at one time. Interest rates are determined based on commercially accepted criteria, and payment schedules vary based on the type of the loan. General-purpose loans are repaid over 6 to 60 months, and primary residence loans are repaid over periods up to 180 months. Payments are made by payroll deductions.
Further information about the Plan, including eligibility, vesting, contributions, and withdrawals, is contained in the plan document, summary plan description, and related contracts. These documents are available from the Plan Sponsor.
3. Investments
The BNY Mellon Stable Value Fund (the Fund) invests in guaranteed investment contracts (GICs) and actively managed structured or synthetic investment contracts (SICs). The GICs are promises by a bank or insurance company to repay principal plus a fixed rate of return through contract maturity. SICs differ from GICs in that there are specific assets supporting the SICs and these assets are owned by the Plan. The bank or insurance company issues a wrapper contract that allows participant-directed transactions to be made at contract value. The assets supporting the SICs are comprised of government agency bonds, corporate bonds, asset-backed securities (ABOs), and collateralized mortgage obligations (CMOs).
Interest crediting rates on the GICs in the Fund are determined at the time of purchase. The Fund had no GIC investments for the periods presented. Interest crediting rates on the SICs are either: (1) set at the time of purchase for a fixed term and crediting rate, (2) set at the time of purchase for a fixed term and variable crediting rate, or (3) set at the time of purchase and reset monthly

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Notes to Financial Statements (continued)
3. Investments (continued)
within a “constant duration.” A constant duration contract may specify a duration of 2.5 years, and the crediting rate is adjusted monthly based upon quarterly rebalancing of eligible 2.5 year duration investment instruments at the time of each resetting; in effect the contract never matures.
The following presents investments that represent 5% or more of the Plan’s net assets:
                 
    Years Ended December 31
    2009   2008
     
American Funds Growth Fund of America
  $ 876,288     $ 729,913  
MSIF Small Company Growth Fund
    564,452       423,867  
Alliance Bernstein Small Mid Cap Value Fund
    471,128       373,135  
Investments in SICs at contract value that represent 5% of more of the Plan’s net assets were as follows:
                 
    Years Ended December 31
    2009   2008
     
Monumental Life Ins. Co. Constant Duration SIC
  $ 379,549     $ 401,292  
Rabobank Constant Duration SIC
    370,515       391,805  
Average yields for all fully benefit-responsive investment contracts were as follows:
                 
    Years Ended December 31
    2009   2008
     
Based on actual earnings
    3.67 %     4.67 %
Based on interest rate credited to participants
    3.55 %     4.56 %
Although it is management’s intention to hold the investment contracts in the Fund until maturity, certain investment contracts provide for adjustments to contract value for withdrawals made prior to maturity.
Certain investments are subject to restrictions or limitations if the Plan Sponsor decided to entirely exit the investments. Investments in registered investment companies and the Fund require at least 30 days prior notice to completely withdraw from the investments. The targeted date fund investments held in common collective trusts currently require the prior approval of the investment manager if the Plan Sponsor decided to entirely exit these investments.
4. Fair Value Measurements
In accordance with accounting standards, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, and establishes a framework for measuring fair value.

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
The accounting standards establish a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date.
Determination of Fair Value
Fair value is based upon quoted market prices, where available. If listed prices or quotes are not available, fair value is based upon models that primarily use, as inputs, market-based or independently-sourced market parameters, including yield curves, interest rates, volatilities, equity or debt prices, foreign exchange rates and credit curves. In addition to market information, models may also incorporate transaction details, such as maturity. Valuation adjustments, such as liquidity valuation adjustments, may be necessary when the Plan is unable to observe a recent market price for a financial instrument that trades in inactive (or less active) markets. Liquidity adjustments are not taken for positions classified within Level 1 (as defined below) of the fair value hierarchy.
The methods described above may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, while the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different estimate of fair value at the reporting date.
Valuation Hierarchy
The three levels of inputs to measure fair value are as follows:
Level 1 — Quoted prices in active markets for identical assets and liabilities.
Level 2 — Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data.
Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.
A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement.

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
Valuation Methodologies
The valuation methodologies used for assets and liabilities measured at fair value, including their general classification based on the fair value hierarchy, includes the following:
  Cash and cash equivalents — where the NAV is a quoted price in a market that is active, it is classified within Level 1 of the valuation hierarchy. In certain cases, NAV is a quoted price in a market that is not active, or is based on quoted prices for similar assets and liabilities in active markets, and these investments are classified within Level 2 of the valuation hierarchy.
 
  Corporate common stocks — these investments are valued at the closing price reported on the major market on which the individual securities are traded. Substantially all other common stock is classified within level 1 of the valuation hierarchy.
 
  Common collective trust funds — these investments are public investment vehicles valued using the NAV provided by the administrator of the fund. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding. The NAV is a quoted price in a market that is not active and classified within Level 2 of the valuation hierarchy.
 
  Registered investment companies — these investments are public investment vehicles valued using the NAV provided by the administrator of the fund. The NAV is based on the value of the underlying assets owned by the fund, minus its liabilities, and then divided by the number of shares outstanding. Where the NAV is a quoted price in a market that is active, it is classified within Level 1 of the valuation hierarchy. In certain cases, NAV is a quoted price in a market that is not active, or is based on quoted prices for similar assets and liabilities in active markets, and these investments are classified within Level 2 of the valuation hierarchy.
 
  Corporate debt instruments, U.S. government and federal agency obligations, U.S. government-sponsored entity obligations, and other — where quoted prices are available in an active market, the investments are classified within Level 1 of the valuation hierarchy. If quoted market prices are not available for the specific security, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics, or discounted cash flows. When quoted market prices for the specific security are not available in an active market, they are classified within Level 2 of the valuation hierarchy.

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
  Synthetic investment contracts — fair value is based on the underlying investments. The underlying investments include government agency bonds, corporate bonds, ABOs and CMOs. Because inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, synthetic investment contracts are classified within Level 2 of the valuation hierarchy.
 
  Loans to plan participants – valued at cost plus accrued interest, which approximates fair value and are classified within Level 2 of the valuation hierarchy.
The following tables present the financial instruments carried at fair value by caption on the statement of net assets available for benefits and by category of the valuation hierarchy (as described above). The Plan had no assets classified within Level 3 of the valuation hierarchy. There were no reclassifications of assets between levels of the valuation hierarchy for the periods presented.
Assets measured at fair value on a recurring basis:
                         
December 31, 2009   Level 1     Level 2     Total  
     
Interest in registered investment companies (c)
  $ 2,377,920     $     $ 2,377,920  
Interest in common collective trusts (b)
          2,158,480       2,158,480  
Interest in synthetic investment contracts (a)
          1,309,136       1,309,136  
Participant loans
          679,467       679,467  
Corporate common stock (d)
    228,052             228,052  
Interest-bearing cash and cash equivalents
    141,666             141,666  
     
Total assets at fair value
  $ 2,747,638     $ 4,147,083     $ 6,894,721  
     
 
a)   This class includes approximately 13% government agency bonds, 19% corporate bonds, 28% residential mortgage-backed securities, 14% commercial mortgage-backed securities, and 26% asset-backed securities.
 
b)   This class includes approximately 76% target date funds, 15% U.S. equity funds, 8% non-U.S. equity funds, and 1% fixed income funds.
 
c)   This class includes approximately 48% U.S. equity funds, 11% non-U.S. equity funds, 37% balanced funds, and 4% fixed income funds.
 
d)   Comprised of ATI common stock.

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Notes to Financial Statements (continued)
4. Fair Value Measurements (continued)
                         
December 31, 2008   Level 1     Level 2     Total  
     
Interest in registered investment companies (c)
  $ 1,872,360     $     $ 1,872,360  
Interest in synthetic investment contracts (a)
          1,419,690       1,419,690  
Interest in common collective trusts (b)
          1,236,244       1,236,244  
Participant loans
          562,513       562,513  
Interest-bearing cash and cash equivalents
    96,741       27,619       124,360  
Corporate common stock (d)
    81,768             81,768  
     
Total assets at fair value
  $ 2,050,869     $ 3,246,066     $ 5,296,935  
     
 
a)   This class includes approximately 11% government agency bonds, 17% corporate bonds, 33% residential mortgage-backed securities, 14% commercial mortgage-backed securities, and 25% asset-backed securities.
 
b)   This class includes approximately 64% target date funds, 23% U.S. equity funds, 10% non-U.S. equity funds, and 3% fixed income funds.
 
c)   This class includes approximately 49% U.S. equity funds, 9% non-U.S. equity funds, 39% balanced funds, and 3% fixed income funds.
 
d)   Comprised of ATI common stock.
5. Income Tax Status
The Plan has received a determination letter from the Internal Revenue Service (IRS) dated August 2, 2000, stating that the Plan is qualified under Section 401(a) of the Internal Revenue Code (the Code) and, therefore, the related trust is exempt from taxation. Subsequent to this issuance of the determination letter, the Plan was amended. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan Administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan, as amended, is qualified and the related trust is tax-exempt. The Plan was most recently amended and restated effective June 1, 2009 to conform with certain provisions of the Pension Protection Act of 2006 and other regulations, and in January 2010 an Application for Determination was filed with the IRS with respect to said amendment and restatement.
6. Plan Termination
Although it has not expressed any intent to do so, the employing companies have the right under the Plan to discontinue their contributions at any time and to terminate their respective participation in the Plan subject to the provisions of ERISA. However, no such action may deprive any participant of any vested right.

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
Notes to Financial Statements (continued)
7. Risks and Uncertainties
The Plan invests in various investment securities. Investment securities are exposed to various risk such as interest rate, market, and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the statements of net assets available for benefits.
8. Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of net assets available for benefits per the financial statements to the Form 5500:
         
    December 31  
    2008  
Net assets available for benefits per the financial statements
  $ 6,314,272  
Deemed distribution of benefits to participants
    (16,912 )
 
     
Net assets available for benefits per the Form 5500
  $ 6,297,360  
 
     
The following is a reconciliation of benefits paid to participants per the financial statements to the Form 5500 for the year ended December 31, 2009.
         
Benefits paid to participants per the financial statements
  $ 906,779  
Subtract: Amounts allocated on Form 5500 to deemed distributions for the year ended December 31, 2008
    (16,912 )
 
     
Benefits paid to participants per the Form 5500
  $ 889,867  
 
     

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
EIN: 91-1821596 Plan: 045
Schedule H, Line 4i—Schedule of Assets (Held at End of Year)
December 31, 2009
         
Description   Current Value  
 
Interest-bearing cash and cash equivalents
       
TBC Pooled Emp. Daily Fund
  $ 141,666  
Adjustment from fair to book value
    26  
 
     
 
  $ 141,692  
 
     
 
       
Registered investment companies
       
Alliance Bernstein Small Mid Cap Value Fund
  $ 471,128  
American Funds Europacific Growth Fund
    252,259  
American Funds Growth Fund of America
    876,288  
MFS Value Fund
    106,614  
Vanguard Total Bond Market Index Fund
    90,225  
Vanguard Inflation Protected Securities Fund
    16,954  
MSIF Small Company Growth Fund
    564,452  
 
     
Total registered investment companies
  $ 2,377,920  
 
     
 
       
Corporate Common Stock
       
Allegheny Technologies Incorporated*
  $ 228,052  
 
     
 
       
Common Collective Trusts
       
Mellon Stable Value Fund of the Bank of New York Mellon
  $ 31,457  
Adjustment from fair to book value
    (453 )
State Street Global Advisors Target Retirement Income SL Series Fund
    110,536  
State Street Global Advisors Target Retirement Income 2010 SL Series Fund
    83,523  
State Street Global Advisors Target Retirement Income 2015 SL Series Fund
    30,505  
State Street Global Advisors Target Retirement Income 2020 SL Series Fund
    253,667  
State Street Global Advisors Target Retirement Income 2025 SL Series Fund
    221,353  
State Street Global Advisors Target Retirement Income 2030 SL Series Fund
    240,647  
State Street Global Advisors Target Retirement Income 2035 SL Series Fund
    316,262  
State Street Global Advisors Target Retirement Income 2040 SL Series Fund
    222,681  
State Street Global Advisors Target Retirement Income 2045 SL Series Fund
    145,272  
State Street Global Advisors Target Retirement Income 2050 SL Series Fund
    7,726  
State Street Global Advisors S&P 500 Flagship SL Fund
    316,629  
State Street Global Advisors MSCI ACWI Ex-US Index SL Series Fund
    178,222  
 
     
 
  $ 2,158,027  
 
     
 
       
Fixed Maturity Synthetic Contracts
       
CMBS, BACM 2002-2 A3
  $ 12,761  
CMBS, BACM 2005-3 A3A
    15,320  

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
EIN: 91-1821596 Plan: 045
Schedule H, Line 4i—Schedule of Assets (Held at End of Year)
December 31, 2009
         
Description   Current Value  
 
Freddie Mac, FHR 2627 BU
    1,515  
Freddie Mac, FHR 2640 TL
    4,090  
Freddie Mac, FHR 2715 ND
    6,468  
Freddie Mac, FHR 2760 EB
    7,188  
Freddie Mac, FHR 2786 PC
    4,127  
Freddie Mac, FHR 2865 PQ
    16,411  
Freddie Mac, FHR 2866 XD
    18,918  
Freddie Mac, FHR 2870 BD
    12,224  
Freddie Mac, FHR 2888 OW
    9,015  
GNMA Project Loans, GNR 06-51 A
    13,833  
Auto Valet 2008-2 A3A
    19,473  
Bank of America, N.A. Wrap contract
    (4,638 )
 
     
Bank of America, N.A. Fixed Maturity Synthetic Contract 03-040
    136,705  
 
       
Auto, BASAT 06-G1 A4
    7,912  
CMBS, CDCMT 2002-FX1D1895488.82
    12,932  
Rate Redu Bonds, CNP 05-1 A2
    16,865  
Freddie Mac, FHR 2631 LB
    4,549  
Freddie Mac, FHR 2681 PC
    7,217  
Freddie Mac, FHR 2778 KR
    3,805  
Freddie Mac, FHR 2981 NB
    12,888  
Freddie Mac, FHR 2891 NB
    14,644  
CMBS, MLMT 05-CIP1 A2
    24,728  
CMBS, MLMT 05-CKI1 A2
    12,439  
CMBS, CD05-CD1 A2 FX
    6,204  
State Street Bank Wrap contract
    (3,236 )
 
     
State Street Bank Fixed Maturity Synthetic Contract 105028
    120,947  
 
       
CMBS, BSCMS 05-T18 A2
    9,045  
Freddie Mac, FHR 2663 ML
    8,937  
Freddie Mac, FHR 2763 PC
    10,076  
Freddie Mac, FHR 2921 NV
    8,619  
Freddie Mac, FHR 2934 OC
    12,858  
CMBS, JPMCC 05-LDP2 A2
    10,477  
Natixis Financial Products Wrap contract
    (878 )
 
     
Natixis Financial Products Fixed Maturity Synthetic Contract #1245-01
    59,134  
 
     
Total Fixed Maturity Synthetic Contracts
  $ 316,786  
 
     
Variable Rate Synthetic Contracts
       

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Table of Contents

Rome Metals, LLC Employees’ 401(k) and
Profit Sharing Plan
EIN: 91-1821596 Plan: 045
Schedule H, Line 4i—Schedule of Assets (Held at End of Year)
December 31, 2009
         
Description   Current Value  
 
Natixis Financial Products
  $ 25,554  
Natixis Wrap contract
    (881 )
 
     
Total Variable Rate Synthetic Contracts
  $ 24,673  
 
     
 
       
Constant Duration Synthetic Contracts
       
BlackRock, 1-3 Year Government Bond Index Fund
  $ 36,205  
BlackRock, 1-3 Year Credit Bond Index Fund
    57,442  
BlackRock, Asset-Backed Sec Index Fund
    114,797  
BlackRock, Comm Mortgage-Backed Sec Fund
    28,902  
BlackRock, Int Term Credit Bond Index Fund
    38,220  
BlackRock, Int Term Government Bond Index Fund
    24,534  
BlackRock Global Investors, Long Term Government Bond Index Fund
    5,440  
BlackRock, Mortgage-Backed Sec Index Fund
    75,710  
Monumental Life Ins. Co. Wrap contract
    (1,701 )
 
     
Monumental Life Ins. Co. Constant Duration Synthetic Contract MDA00413TR
    379,549  
 
       
BlackRock, 1-3 Year Government Bond Index Fund
    35,280  
BlackRock, 1-3 Year Credit Bond Index Fund
    55,974  
BlackRock, Asset-Backed Sec Index Fund
    111,863  
BlackRock, Comm Mortgage-Backed Sec Fund
    28,163  
BlackRock, Int Term Credit Bond Index Fund
    37,243  
BlackRock, Int Term Government Bond Index Fund
    23,907  
BlackRock, Long Term Government Bond Index Fund
    5,301  
BlackRock, Mortgage-Backed Sec Index Fund
    73,775  
Rabobank Wrap contract
    (991 )
 
     
Rabobank Constant Duration Synthetic Contract ATI060301
    370,515  
 
       
BlackRock, 1-3 Year Government Bond Index Fund
    19,495  
BlackRock, 1-3 Year Credit Bond Index Fund
    30,930  
BlackRock, Asset-Backed Sec Index Fund
    61,814  
BlackRock, Comm Mortgage-Backed Sec Fund
    15,562  
BlackRock, Int Term Credit Bond Index Fund
    20,580  
BlackRock, Int Term Government Bond Index Fund
    13,211  
BlackRock, Long Term Government Bond Index Fund
    2,929  
BlackRock, Mortgage-Backed Sec Index Fund
    40,767  
State Street Bank Wrap contract
    (908 )
 
     
State Street Bank Constant Duration Synthetic Contract 107073
    204,380  
 
     
Total Constant Duration Synthetic Contracts
  $ 954,444  
 
     
Participant loans* (4.25% to 9.25% with maturities through 2024)
  $ 679,467  
 
     
 
  Party-in-interest

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Table of Contents

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the administrators of the Plan have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
             
    ALLEGHENY TECHNOLOGIES INCORPORATED    
 
           
    ROME METALS, LLC EMPLOYEES’ 401(k) AND
PROFIT SHARING PLAN
   
 
           
Date: June 25, 2010
  By:   /s/ Dale G. Reid    
 
           
 
      Dale G. Reid    
 
      Vice President-Controller, Chief Accounting Officer and Treasurer    
 
      (Principal Accounting Officer and Duly Authorized Officer)    

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