THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Wheeling-Pittsburgh Corporation (WPSC)

6/30/2005 Proxy Information

The Company owns 35.7% of the outstanding common stock of Wheeling-Nisshin, Inc. (Wheeling-Nisshin), which is accounted for using the equity method of accounting. The Company had sales to Wheeling-Nisshin of $246.7 million, $61.7 million, $96.0 million and $152.5 million during 2004, the five months ended December 31, 2003, the seven months ended July 31, 2003 and for the year ended December 31, 2002, respectively. Sales to Wheeling-Nisshin are made at prevailing market prices. The Company received dividends from Wheeling-Nisshin of $2.5 million, $2.5 million and $1.25 million during 2004, the seven months ended July 31, 2003 and year ended December 31, 2002, respectively. At December 31, 2004, the Company had accounts receivable due from Wheeling-Nisshin, Inc. of $1.6 million and had accounts payable to Wheeling-Nisshin of $2.5 million.

The Company owns 50% of the outstanding common stock of Ohio Coatings Corporation (OCC), which is accounted for using the equity method of accounting. The Company had sales to OCC of $121.1 million, $39.8 million, $68.2 million and $106.2 million during 2004, the five months ended December 31, 2003, the seven months ended July 31, 2003 and the year ended December 31, 2002, respectively. Sales to OCC are made at prevailing market prices. At December 31, 2004, the Company had accounts receivable due from OCC of $9.7 million and had accounts payable to OCC of $.9 million. At December 31, 2004, the Company had a loan receivable due from OCC of $9.7 million, which bears interest at approximately 5% per annum. The Company recorded interest income on the loan receivable of $.5 million. $.3 million, $.4 million and $.7 million during 2004, the five months ended December 31, 2003, the seven months ended July 31, 2003 and the year ended December 31, 2002, respectively, and received payments on the loan of $1.7 million. $.3 million and $.6 million during 2004, the five months ended December 31, 2003 and the seven months ended July 31, 2003, respectively.

Ms. Munnell's husband is a partner at Bingham McCutchen LLP, a law firm retained by us during the current and immediately prior fiscal year.

James G. Bradley serves on the board of directors of Wheeling-Nisshin and OCC. Harry L. Page, President and Chief Operating Officer for WPSC, serves on the board of directors of Wheeling-Nisshin. Paul J. Mooney, our Executive Vice President and Chief Financial Officer, and Donald E. Keaton, Vice President of Steel Manufacturing and Procurement for WPSC, serve on the board of directors of OCC.

During the year ended December 31, 2004, we contributed an aggregate 169,622 shares of our common stock to the VEBA trust in respect of our quarterly VEBA trust obligations. See Note 16 to the consolidated financial statements in Item 8 of our annual report on Form 10-K for further information concerning these contributions.

7/9/2004 Proxy Information

Ms. Alicia H. Munnell's husband is a partner at Bingham McCutchen LLP, a law firm retained by us during the current and immediately prior fiscal year.

Prior to the date before the effective date of the confirmation of our plan of reorganization by the Bankruptcy Court, we were a wholly-owned subsidiary of WHX Corporation. As part of our reorganization, all shares of common stock held by WHX Corporation were cancelled, and we were no longer a subsidiary of WHX Corporation. Additionally, Wheeling-Pittsburgh Corporation and its wholly-owned subsidiary, Wheeling-Pittsburgh Steel Corporation, entered into an agreement with WHX Corporation providing for a $10 million capital contribution by WHX Corporation, the capitalization of approximately $40 million in indebtedness that we owed to WHX Corporation, a $10 million unsecured loan by WHX Corporation to us, and an agreement with WHX Corporation, the PBGC and the USWA with respect to our separation from WHX Corporation's employee pension plan.

We regularly sold steel product at prevailing market prices to Unimast Incorporated ("Unimast") and Pittsburgh-Canfield Corporation ("PCC"), wholly-owned subsidiaries of WHX. During 2002 and 2001, we shipped $0.5 million and $2.2 million, respectively, of steel product to Unimast. We did not ship any product to Unimast in 2003. In August 2002, WHX sold its interest in Unimast to an unrelated party.

During 2003, 2002 and 2001, we shipped $14.0 million, $20.8 million and $7.0 million, respectively of steel product to PCC. Amounts due from Unimast at December 31, 2002 and 2001 were $0.1 million and $0.1 million, respectively. There was no amount due from Unimast at December 31, 2003. Amounts due from PCC at December 31, 2003, 2002 and 2001 were $1.5 million, $2.0 million, and $0.5 million, respectively.

During 2003, 2002 and 2001, we shipped $157.7 million, $152.5 million, and $122.3 million, respectively, of steel product to Wheeling-Nisshin. During 2003, 2002 and 2001, we shipped $108.1 million, $104.0 million, and $82.2 million, respectively, of steel product to OCC. Amounts due from Wheeling-Nisshin at December 31, 2003, 2002 and 2001 were $5.6 million, $5.2 million, and $1.4 million, respectively. Amounts due from OCC for steel product at December 31, 2003, 2002 and 2001 were $10.1 million, $17.0 million, and $19.5 million, respectively. James G. Bradley serves on the board of directors of Wheeling-Nisshin and OCC. Harry L. Page, Vice President of Engineering, Technology and Metallurgy for WPSC, serves on the board of directors of Wheeling-Nisshin. Paul J. Mooney, our Executive Vice President and Chief Financial Officer, and Donald E. Keaton, Vice President of Steel Manufacturing and Procurement for WPSC, serve on the board of directors of OCC. WPSC owns a 35.7% and 44% equity interest in Wheeling-Nisshin and OCC, respectively.

Pursuant to our plan of reorganization, we issued 4 million shares of common stock to a VEBA trust established under our collective bargaining agreement with the USWA.

Pursuant to a loan agreement dated January 8, 1996, WPC loaned OCC $16.5 million. The loan had an eight year term and bore interest, as of March 31, 2004, at approximately 5.0% per annum. As of March 31, 2004, OCC owed approximately $11.1 million on the loan. The loan is to be repaid in November 2006.