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August 30, 2005

Via EDGAR and Overnight Delivery

Nili Shah
 Branch Chief
 U.S. Securities and Exchange Commission
 450 Fifth Street, N.W.
 Washington, D.C. 20549-0409

Re:

Oregon   Steel Mills, Inc.

Form   10-K for the fiscal year ended December 31, 2004

Filed   March 16, 2005

File   No. 1-9887

Dear Nili Shah:

          This letter will serve as the response of Oregon Steel Mills, Inc. (the “Company”) to the comments as set forth in your letter dated August 2, 2005.

Form 10-K for the year ended December 31, 2004

Impairment Charges, page 27

STAFF COMMENT:

1.

We note   that $9.4 million of your impairment charges related to dedicated stores and   operating supplies.  In future   filings, reclassify such amounts in cost of sales as called for in EITF 96-9.

The Company will   reclassify impairments related to dedicated stores and operating supplies to   cost of sales in future filings in accordance with EITF 96-9.

Contractual   Obligations, page 30

  2.

In   future filings please include interest payments as part of your tabular   disclosure of contractual obligations.    Refer to SEC Rule No. 33-8350 and Item 303 (a) (5) of Regulation S-K   for guidance.

Nili Shah
 August 30, 2005
 Page 2

The Company will include   interest payments as part of the contractual obligations table referred to in   Item 303 (a) (5) in future filings.

Consolidated   Statements of Income, page 38

3.

In   future filings, reclassify incentive compensation into each appropriate   income statement line item, for example, cost of sales or SG&A.  Please note that the nature of the   compensation, (cash, non-cash, normal, or incentive) should not dictate   unusual or separate classification.

The Company believes that incentive compensation is   a material item worthy of separate classification on the face of the   statement of income.  Incentive   compensation was reported as $16.0 million, $0.4 million and $3.8 million for   the years ended December 31, 2004, 2003 and 2002, respectively. Bifurcation   of incentive compensation expense from SG&A and cost of sales allows   readers to understand its variability due to its direct relationship with   operating results.  The Company   proposes to continue separately classifying incentive compensation.

Segment Reporting, page 44

4.

In   future filings present sales by product type (plate and coil, large diameter   pipe, etc.) as audited information in a footnote, as required by SFAS 131,   paragraph 37.

The Company operates in a single reportable segment   and believes that it is in compliance with SFAS 131.  The Company discloses shipments at a more   finite product level.  The Company   believes that its disclosures provide sufficient information regarding its   products and also feels that disclosed information is comparable to similar   disclosures of its industry group. The Company proposes to continue with its   disclosures in their current form.

Note 9 – Income Taxes, page 50

5.

In   future filings, please revise page 25 and page 51, to provide a more   comprehensive explanation and analysis as to significant changes in your   deferred tax asset valuation allowance.    Although we note the improvement in earnings, the substantial decrease   in the allowance warrants more analysis and understanding of the underlying   assumptions as to the utilization of your deferred tax assets.

The significant decrease in the Company’s deferred   tax asset valuation allowance during 2004 was attributed to improved   profitability as you have noted in your comment.  In future filings, the Company will disclose a more thorough   explanation of significant changes in its valuation allowances.

Nili Shah
 August 30, 2005
 Page 3

  Labor Matters, page 62

6.

Please   provide us with a more comprehensive description of how you have accounted   for the recording and settlement of your labor dispute.  For each element of the settlement, please   provide us with a specific reference to accounting literature in support of   your treatment.  Your response should   not be limited to the following.    However, in particular:

-

Explain   how you have accounted for the Trust entity;

-

Provide   a comprehensive roll-forward, with recordation dates, by individual   settlement element.  Reconcile that   roll-forward to each quarterly balance sheet liability and cash flow   activity;

-

For   each recordation event, provide specific reference to supporting literature;

-

If   payment of $64 million was made to the trust in the fourth quarter of 2004,   tell us what comprises the $27,844 liability as of December 31, 2004;

-

Explain   and support the accounting for the “Back Pay Profit Sharing Obligation”;

-

If   your obligation was based on the fair value of the 4 million company shares,   tell us what consideration you gave to alternative accounting, such as periodic   quarterly adjustments to your liability, based on fair value, in the first   two quarters of 2004.

Labor   Dispute Settlement Accounting

The table below lists the different items included   in the settlement charges by quarter:

  Total
   2003

Q1
   Charges

Q2
   Charges

Q3
   Charges

Q4
   Charges

Total
   2004

  (unaudited)

(unaudited)

(unaudited)

(unaudited)

Share Obligation

$

23,240

$

7,000

$

28,720

$

5,040

$

—

$

40,760

  Underwriting Fees

—

—

3,148

(3,148

)

—

—

Cash Contribution per Beneficiary

2,500

—

—

(18

)

(80

)

(98

)

  Long-Term Disability

5,349

—

—

—

(4,239

)

(4,239

)

Pension and Other Post-Retirement Benefits

—

—

—

2,658

6,271

8,929

$

31,089

$

7,000

$

31,868

$

4,532

$

1,952

$

45,352

Nili Shah
 August 30, 2005
 Page 4

Share Obligation – In January   2004, the Company reached a tentative agreement to settle the labor dispute   (“Settlement”).  As part of the   tentative Settlement, the Company agreed to the issuance of four million   shares of Company stock to the Rocky Mountain Steel Mills – United   Steelworkers of America Back Pay Trust (“Trust”).  The Settlement was related to past services related to the   Company’s Union workers.  This Type I   subsequent event was accrued for in 2003 as it related to events occurring   prior to the balance sheet date (i.e. SFAS 5 contingency).  The fair value of the charge was based on   the market close price of Company shares on December 31, 2003 (or $5.81 per   share), which was considered to be the best estimate of contingent obligation   deemed to be probable (as determined under SFAS 5) to occur based on the   tentative Settlement.  The Company   recorded charges in
subsequent quarters based on per share closing prices   which were $7.56 and $14.74 at March 31, and June 30, respectively.  In the third quarter of 2004, the   Settlement was finalized and the final terms changed so that the Trust would   instead receive cash in lieu of shares in an amount equal to the gross   proceeds from the sale of 4 million shares of the Company’s stock in an   underwritten stock offering.  The   offering price was established at $16.00 per share in the beginning of   October, and in the third quarter of 2004, the Company recorded the final   charge related to the Share Obligation.

Due to the expected stock settlement through the   second quarter of 2004, the Company had accrued this obligation as a   non-current liability and was reflected as “labor dispute settlement” on the   Company’s consolidated balance sheet.    The aforementioned change in Settlement terms triggered a classification   change and the Share Obligation was reflected as a current obligation at   September 30, 2004.  During the fourth   quarter of 2004, the Company paid the Share Obligation totaling $64.0 million   to the Trust.

Underwriting Fees – In the second   quarter of 2004, it was negotiated (still as part of the tentative   Settlement) that the Company would be obligated to pay for the estimated   Underwriting Fees directly associated to the Share Obligation.  As previously discussed, the terms of the   tentative Settlement called for the Share Obligation to be settled in shares   of Company stock until those terms changed upon the final Settlement in the   third quarter of 2004.  Those fees   were considered a current obligation and were classified as “accrued   liabilities.” Pursuant to the change to a cash settlement of the Share   Obligation, in the third quarter of 2004 the charge related to the estimated   Underwriting Fees was reversed.

Cash Contribution per Beneficiary –   Like the Share Obligation, there was no obligation for beneficiaries to   provide future service to the Company, as such, the charge for the Cash   Contribution per Beneficiary was recorded as a Type I subsequent event in   2003 for the tentative Settlement reached in January 2004.  The accrual was classified in current   “accrued liabilities” at December 31, 2003, which was maintained until paid   in the fourth quarter of 2004.

Nili Shah
 August 30, 2005
 Page 5

Long-Term Disability – Also   related to the tentative Settlement, the Company recorded a charge for the   Long-Term Disability benefits related to employees no longer providing   services to the Company due to their disabled status.  That portion of this obligation was   recorded in 2003, upon reaching the tentative Settlement.  The non-current portion of this accrual,   as well as the 2003 accrual for the Share Obligation, was initially recorded   as part of the $27,844 “labor dispute liability” as of December 31, 2003 (not   December 31, 2004 as referenced in your comment).  The non-current portion of the accrual was later reclassified as   a “deferred employee benefit” on the Company’s consolidated balance sheet   which mirrored the Company’s eventual classification of the Pension and Other   Post-Retirement Benefits discussed below.    The final Settlement provided the ability to certain
beneficiaries to   accept either the option to retire early (discussed below) or to receive   Long-Term Disability benefits.    Because most of this group of beneficiaries elected to retire early,   the liability for Long-Term Disability accrued at December 31, 2003 was   reduced.

Pension and Other Post-Retirement Benefits –   Also as part of the final Settlement reached in the third quarter of 2004,   the Company recognized additional liability of approximately $22.6 million   related to the enhanced pension benefits extended as part of the new   collective bargaining agreement.    Under SFAS 87, these benefits for prior service are not to be   immediately recognized in the period of the plan amendment, but rather in   future periods by way of increased net periodic benefit costs.  As such, the Company recorded a pension   intangible of $22.6 million in the third quarter of 2004.

Also as part of the Settlement, immediate and   unreduced pension benefits were offered to up to 200 employees electing to   early retire.  In the third and fourth   quarters of 2004, the Company recorded charges related to an early retirement   option.  The benefit was accounted for   as a special termination under SFAS 88, paragraph number 15, and SFAS 106,   paragraph number 101, (for pension and post-retirement benefits,   respectively), and the Company recorded the charges upon notification from   the beneficiaries of their election to retire early.  Of the 200 beneficiaries that opted for   early retirement, seventy-nine beneficiaries elected to retire by September   30, 2004 and the remaining 121 elected to retire by the end of the fourth   quarter of 2004.  Pension enhancements   extended to the early retirees were immediately recognized for these   beneficiaries, as was the actuarial determined expense (for both pension and
post-retirement benefits) that related to the extended retirement   period.  These charges were recorded   as “deferred employee benefits” on the Company’s consolidated balance sheet   at the time the charges were incurred.

Nili Shah
 August 30, 2005
 Page 6

The Back Pay Profit Sharing Obligation (“BPPSO”) is   a ten year obligation of the Company for past services of the beneficiaries   of the Settlement.  The BPPSO is a   SFAS 5 contingent obligation dependent on CF&I obtaining certain levels   of profitability, as defined.  As   such, in 2004 the Company recorded expense of $6.8 million (including $0.8   million of applicable taxes) based on 2004 earnings and the relevant   provisions of the BPPSO.  The 2004   BPPSO charges were recorded to SG&A and included $1.6 million, $1.6   million, and $3.6 million during the first, second and third quarters of   2004, respectively.

Trust   Accounting

The Trust was   established with limited purpose, with its activities limited   solely to receive, hold, invest and disburse the Share   Obligation funds in accordance with the Settlement. The Trust   is a “qualified settlement fund” as defined in the Treasury Regulations   promulgated under Section 468B of the Internal Revenue Code and   was formed pursuant to a court order. The Trust, by its   terms, is not responsible for any liabilities of the Company   or the Union and in no event will the assets of the Trust inure to the   benefit of the Company or the Union.    Based on the above terms and in accordance with SFAS 140, assets held   by the Trust are not included in the Company’s consolidated balance   sheet.  The Trust received the $64.0 million of cash related to the   above mentioned Share Obligation in the fourth quarter of 2004, and disbursed   all of
that amount except for approximately $13.3 million by December 31,   2004 with substantially all disbursed by January 31, 2005.

Statement of the Company

As requested by the Staff,   the Company acknowledges that:

•

The Company is responsible   for the adequacy and accuracy of the disclosure in its filings;

•

Staff comments or changes   to disclosure in response to staff comments do not foreclose the Commission   from taking any action with respect to the filing; and

•

The Company may not assert   staff comments as a defense in any proceeding initiated by the Commission or   any person under the federal securities laws of the United States.

Nili Shah
 August 30, 2005
 Page 7

We understand that you may have additional comments based on our response.  Please address any questions or comments you may have about this letter to me at (503) 978-6007 or to Aaron Wilkins of our office at (503) 240-5805.

  Sincerely,

  /s/ ROBIN GANTT

  Robin Gantt

  Corporate Controller

  cc:

  Ray Adams, VP of Finance and Chief Financial Officer

  Carmen Calzacorta, Schwabe, Williamson & Wyatt