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<SEC-DOCUMENT>0000950152-06-000073.txt : 20060105
<SEC-HEADER>0000950152-06-000073.hdr.sgml : 20060105
<ACCEPTANCE-DATETIME>20060105160108
ACCESSION NUMBER:		0000950152-06-000073
CONFORMED SUBMISSION TYPE:	8-K
PUBLIC DOCUMENT COUNT:		2
CONFORMED PERIOD OF REPORT:	20051229
ITEM INFORMATION:		Entry into a Material Definitive Agreement
ITEM INFORMATION:		Financial Statements and Exhibits
FILED AS OF DATE:		20060105
DATE AS OF CHANGE:		20060105

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			OLYMPIC STEEL INC
		CENTRAL INDEX KEY:			0000917470
		STANDARD INDUSTRIAL CLASSIFICATION:	WHOLESALE-METALS SERVICE CENTERS & OFFICES [5051]
		IRS NUMBER:				341245650
		STATE OF INCORPORATION:			OH
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		8-K
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	000-23320
		FILM NUMBER:		06512727

	BUSINESS ADDRESS:	
		STREET 1:		5080 RICHMOND RD
		CITY:			BEDFORD HEIGHTS
		STATE:			OH
		ZIP:			44146
		BUSINESS PHONE:		2162923800

	MAIL ADDRESS:	
		STREET 1:		5096 RICHMOND RD
		CITY:			BEDFORD HEIGHTS
		STATE:			OH
		ZIP:			44146
</SEC-HEADER>
<DOCUMENT>
<TYPE>8-K
<SEQUENCE>1
<FILENAME>l17707ae8vk.txt
<DESCRIPTION>OLYMPIC STEEL, INC.                 FORM 8-K
<TEXT>
<PAGE>

                UNITED STATES SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                    FORM 8-K

              CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

      Date of Report (Date of earliest event reported) -- December 29, 2005


                         Commission File Number 0-23320

                               OLYMPIC STEEL, INC.
             (Exact name of registrant as specified in its charter)


             Ohio                                               34-1245650
             ----                                               ----------
(State or other jurisdiction of                              (I.R.S. Employer
 incorporation or organization)                           Identification Number)

5096 Richmond Road, Bedford Heights, Ohio                          44146
- -----------------------------------------                          -----
(Address of principal executive offices)                         (Zip Code)


        Registrant's telephone number, including area code (216) 292-3800

Check the appropriate box if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under and of the following
provisions:

[ ]     Written communications pursuant to Rule 425 under the Securities Act
        (17 CFR 230.425)

[ ]     Soliciting material pursuant to Rule 14a-12 under the Exchange Act
        (17 CFR 240.14a- 12)

[ ]     Pre-commencement communications pursuant to Rule 14d-2(b) under the
        Exchange Act (17 CFR 240.14d-2(b)

[ ]     Pre-commencement communications pursuant to Rule 13e-4 under the
        Exchange Act (17 CFR 240.13e-4(c)




<PAGE>


ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGRFEEMENT


On December 29, 2005, the Board of Directors of Olympic Steel, Inc. (the
"Company") approved the terms of a supplemental executive retirement plan (the
"Plan"). The Plan is an unfunded, non-qualified pension plan established to
provide certain executives with benefits that could not be provided, due to
legal limitations, under the Company's other plans. The Term Sheet for the Plan
is attached as Exhibit 99.1 and incorporated by reference hereto.


ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.

(a)     Financial Statements of Businesses Acquired
        Not applicable.

(b)     Pro Forma Financial Information
        Not applicable.

(c)     Exhibits

<TABLE>
<CAPTION>
        EXHIBIT
        NUMBER             DESCRIPTION OF EXHIBIT
        -------            ----------------------
<S>                        <C>

         99.1              Olympic Steel SERP Term Sheet
</TABLE>



                                   SIGNATURES


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 hereunto duly authorized.

                                              OLYMPIC STEEL, INC.


Date: January 5, 2006                         By:    /s/ Richard T. Marabito
                                                  --------------------------
                                                    Richard T. Marabito
                                                    Chief Financial Officer



                                       2
<PAGE>

                                  EXHIBIT INDEX


<TABLE>
<CAPTION>
EXHIBIT
NUMBER            DESCRIPTION OF EXHIBIT
- ------            ----------------------
<S>               <C>

99.1              Olympic Steel SERP Term Sheet
</TABLE>





                                       3

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99.1
<SEQUENCE>2
<FILENAME>l17707aexv99w1.txt
<DESCRIPTION>EX-99.1 OLYMPIC STEEL SERP TERM SHEET
<TEXT>
<PAGE>

                                                                    EXHIBIT 99.1

                          OLYMPIC STEEL SERP TERM SHEET

                                DECEMBER 29, 2005

PARTICIPANTS: Initially, three executives: Michael Siegal, CEO, David Wolfort,
President and COO, and Richard Marabito, CFO.

PLAN ELIGIBILITY: Designated above. Additional participants may be selected and
nominated by the CEO but require approval of the Compensation Committee.

PLAN YEAR: Calendar year.

FUNDING AND PLAN ASSETS: Funded annually and credited to bookkeeping accounts
established by Olympic Steel. Funded SERP assets remain corporate assets, and
along with any SERP liabilities, will be accounted for on Olympic Steel's books.

FUND INVESTMENT: It is anticipated that each SERP participant will be able to
make individual elections on how the funds held in his/her account are to be
invested from a limited list of alternative investments similar to those offered
to Olympic Steel 401K participants. The participant will solely be responsible
for those elections and not have any action against the company for the
performance of his/her account. The Compensation Committee may alter how the
investment is directed if it determines the approach being used is injurious to
the Company.

FORM OF PAYMENT TO PARTICIPANT: Cumulative Account Balance paid as a lump sum.

APPLIED COMPENSATION DEFINITION: (i) Base annual salary plus (ii) the Annual
Plan Bonus.

ANNUAL PLAN BONUS: Lesser of the (a) actual bonus earned under the Senior
Manager Incentive Plan in the Plan Year or (b) 50% of the base salary paid in
the Plan Year.

ANNUAL ACCOUNT ALLOCATION: 13% of Applied Compensation + Additional Percentage
of Applied Compensation.

ADDITIONAL PERCENTAGE: Additional Percentage is based on Olympic Steel's
performance in any year per the following table:

<Table>
<Caption>
- -----------------------------------------------------------------
           ACTUAL ROIC                 ADDITIONAL PERCENTAGE
- -----------------------------------------------------------------
<S>                                    <C>
           5% or Less                           0.0%
- -----------------------------------------------------------------
               6%                               0.8%
- -----------------------------------------------------------------
               7%                               1.6%
- -----------------------------------------------------------------
               8%                               2.4%
- -----------------------------------------------------------------
               9%                               3.2%
- -----------------------------------------------------------------
               10%                              4.0%
- -----------------------------------------------------------------
               11%                              6.6%
- -----------------------------------------------------------------
               12%                              9.2%
- -----------------------------------------------------------------
               13%                             11.8%
- -----------------------------------------------------------------
               14%                             14.4%
- -----------------------------------------------------------------
               15%                             17.0%
- -----------------------------------------------------------------
         16% or Greater                        19.6%
- -----------------------------------------------------------------
</TABLE>


<PAGE>

- -       ROIC = Earnings Before Interest and Taxes / Average of Olympic Steel's
        Invested Capital at the beginning and end of its fiscal year.

- -       Invested Capital = total shareholders' equity (common and preferred)
        plus institutional long-term and short-term debt.

- -       Additional Percentages may be adjusted periodically at the discretion of
        the Compensation Committee

CUMULATIVE ACCOUNT BALANCE: Annual Benefit Accruals credited with any Account
Investment Earnings from the time amounts are contributed to the time that the
account is paid.

ACCOUNT INVESTMENT EARNINGS: Realized and unrealized gains and losses relating
to the investments held in each Participant's account.

ELIGIBILITY SERVICE: Continuous full-time employment with Olympic Steel.

PLAN ELIGIBILITY:  Five years of Eligibility Service.

VESTING: The initial three (3) participants will have a vested interest in their
account of 50% on January 3, 2006; 75% on January 1, 2007, and 100% on January
1, 2008, provided that they are employed by Olympic Steel on each vesting date.
Future participants will have a vested interest of 100% in their account after
five years of participation in the Plan.

Notwithstanding these general vesting provisions, a participant's entire account
balance will be forfeited if he has a termination of employment for Good Reason
or violates restrictive covenants with respect to Non-Competition,
Non-Solicitation or Confidentiality as further specified in the plan document.

EARLY RETIREMENT: Age 55 to 65. Plan assumes retirement at 65 years for
actuarial calculations.

PAYMENT ON TERMINATION (NOT FOR GOOD REASON OR VIOLATION OF RESTRICTIVE
COVENANTS AS REFERENCED ABOVE AND UPON RECEIPT OF REQUIRED RELEASE):

<TABLE>
<S>                                         <C>
     Voluntary termination                  Payment of vested interest in lump sum payment deferred to age 62.

     Involuntary termination                Payment of vested interest in lump sum payment, deferred to age 62.

     Death or disability                    Lump sum six (6) months following date of termination.

     Retirement                             Payment of vested interest in lump sum payment, deferred to the later
                                            of age 62 or six (6) months following retirement.

CHANGE IN CONTROL                           100% vesting upon Change in Control; definition to be consistent with
                                            other Change in Control Programs. Payment otherwise made upon
                                            termination of employment as specified in plan document.
</TABLE>






</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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