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January 31, 2011

Ms. Pamela A. Long

Assistant Director

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, DC 20549

          Re:

    Allegheny Technologies Incorporated

Registration Statement on Form S-4

Filed December 27, 2010

File No. 333-171426

Dear Ms. Long:

     We are providing this letter in response to the comments of the staff of the Securities and
Exchange Commission (the “Staff”) contained in your letter dated January 21, 2011 regarding the
Registration Statement on Form S-4 filed by Allegheny Technologies Incorporated (“ATI”) on December
27 2010 (File No. 333-171426) (the “Form S-4”). Set forth below are the Staff’s comments and our
responses. We also call to the Staff’s attention that ATI has filed Amendment No. 1 to the Form
S-4 on the date of this letter.

     Pursuant
to Rule 418 of the Securities Act of 1933, as amended, the Company
requests that, upon completion of this review, the Staff return to us all supplemental materials
provided in connection with this review.

Registration Statement on Form S-4

General

COMMENT NO. 1:

Please note that if you update your financial information, and as a result, significance test
thresholds are exceeded, you will need to provide pro forma financial statements and comparative
financial data tables.

RESPONSE:

     We acknowledge the Staff’s comment and will provide appropriate pro forma financial statements
and comparative financial data tables to the extent that we update financial information in the
Form S-4 and such update results in significance thresholds being exceeded.

Ms. Pamela A. Long

Securities and Exchange Commission

January 31, 2011

Page 2

COMMENT NO. 2:

Please provide us with copies of all materials prepared by Baird and shared with the Ladish board
of directors and their representatives. This includes copies of the board books and all
transcripts and video presentations.

RESPONSE:

     We supplementally are providing the Staff with copies of all materials prepared by Robert W.
Baird & Co. Incorporated (“Baird”) and shared with the board of directors of Ladish Co., Inc.
(“Ladish”) and its representatives. Baird has indicated that its May 4, 2010 presentation as a
preliminary presentation and is superseded by its November 16, 2010 presentation.

COMMENT NO. 3:

Please provide us with all financial projections and forecasts prepared by Ladish that were used by
Baird in preparing the analysis relating to its fairness opinion. As one example, we note the
disclosure in Baird’s fairness opinion that it reviewed “financial forecasts concerning the
business and operations of [Ladish] as prepared and furnished to [Baird] for purposes of [Baird’s]
analysis by [Ladish’s] management . . . as well as the contemplated synergies associated with the
Merger as prepared and furnished to [Baird] for purposes of [Baird’s] analysis by [Ladish’s]
management.” In addition, we note that Baird reviewed certain potential pro forma financial
effects of the merger that were prepared by Ladish and furnished to Baird. Please note that these
projections must also be disclosed in your filing.

RESPONSE:

     We also added disclosure of the financial projections that Ladish’s senior management prepared
and provided to Baird in connection with Baird’s preparation of its fairness opinion and related
financial analysis on pages 43-44 of Amendment No. 1 to the Form S-4. Further, we understand
that Ladish also orally informed Baird of Ladish’s belief that the combined company could realize
approximately $30 million of incremental annual income by ATI supplying Ladish with material
volumes that Ladish currently purchases from ATI’s competitors. We also understand that Ladish did
not estimate, or provide Baird with any estimate of, the amount of any other cost reductions,
vertical integration benefits or other synergies that the combined company might realize.

COMMENT NO. 4:

Please note that all exhibits and appendices are subject to our review. Accordingly, please file
or submit all of your exhibits with you next amendment or as soon as possible. Please note that we
may have comments on these exhibits once they are filed, as well as the related disclosure in the

Ms. Pamela A. Long

Securities and Exchange Commission

January 31, 2011

Page 3

filing. Please understand that we will need adequate time to review these materials before
accelerating effectiveness.

RESPONSE:

     We acknowledge the Staff’s comment and have filed all exhibits to the Form S-4.

Proxy Statement/Prospectus Cover Page/Letter to Shareholders

COMMENT NO. 5:

Please revise your description of the merger to describe the transaction in clear, plain English.
Please state simply that Allegheny will acquire you through a merger and you will cease to be a
public company.

RESPONSE:

     We have revised the description of the merger on the proxy statement/prospectus cover page to
simplify the description of the merger in accordance with the Staff’s comment.

COMMENT NO. 6:

Because this letter to shareholders also serves as soliciting material, strive for a balanced
presentation. Where you include the boards’ recommendation here and elsewhere, disclose with equal
prominence that board members will directly benefit from the merger.

RESPONSE:

     We have revised the disclosures on the proxy statement/prospectus cover page and Letter to
Shareholders and on page iii to indicate with equal prominence that Ladish directors will directly
benefit from the merger where we include the recommendation of Ladish’s board of directors.

COMMENT NO. 7:

Please disclose the total amount of securities being offered. See Item 501(b)(2) of
Regulation S-K.

RESPONSE:

     We have revised the disclosure on the proxy statement/prospectus cover page to include the
total amount of securities being offered.

Ms. Pamela A. Long

Securities and Exchange Commission

January 31, 2011

Page 4

COMMENT NO. 8:

In addition to specifying the date by which shareholders must request copies of documents
incorporated by reference into the proxy statement/prospectus, please disclose that to obtain
timely delivery of such information, shareholders must request the information no later than five
business days before the date they must make their investment decision. See Item 2 of Form
S-4.

RESPONSE:

     We have clarified the disclosure
 on the proxy statement/prospectus cover page and page 93
to specify that Ladish shareholders must request copies of documents incorporated by reference into
the proxy statement/prospectus no later than five business days before the date they must make
their investment decision in order to obtain timely delivery of such information.

Questions and Answers about the Special Meeting, page ii

COMMENT NO. 9:

You currently repeat information in your Q&A and Summary sections. For example, you have identical
disclosure regarding the United States federal income tax consequences and potential conflicts of
interests for persons involved in the merger. The Q&A should not repeat any information that
appears in the Summary, and the Summary should not repeat information in the Q&A. For purposes of
eliminating redundancies and grouping like information together, please view your Q&A and Summary
as one section. When revising these sections, please disclose procedural information about the
proposals in the Q&A (i.e., voting procedures and appraisal rights) and substantive information
about the terms of the merger, including taxation, in the Summary.

RESPONSE:

     We have revised the sections of Amendment No. 1 to the Form S-4 titled “Questions and Answers
About the Special Meeting” and “Summary” in accordance with the Staff’s comment.

Q: What are the United States federal income tax consequences of the merger?, page iii

COMMENT NO. 10:

Please delete the word “generally” from this disclosure and provide a firm conclusion regarding the
material federal tax consequences to investors. Please state that this is counsel’s opinion and
identify counsel. Please also comply with this comment on page 2 and see our related comment below
regarding your tax disclosure on page 61.

Ms. Pamela A. Long

Securities and Exchange Commission

January 31, 2011

Page 5

RESPONSE:

     We have removed the word
 “generally” from this disclosure on pages 2 and 66 of Amendment
No. 1 to the Form S-4. The disclosure previously on page iii has been removed in response to the
Staff’s Comment No. 9.

Q: Do persons involved in the merger have interests that may conflict with mine as a Ladish
shareholder?

COMMENT NO. 11:

Please add disclosure regarding the fact that Ladish’s executive officers will receive deferred
compensation upon consummation of the merger. Please also quantify, to the extent possible, the
interests that will be received by these individuals. Please also comply with this comment on
pages 2, 14 and 43.

RESPONSE:

     We have added disclosure regarding the fact that Ladish’s executive officers will receive
deferred compensation upon consummation of the merger on pages 3, 15 and 47. The disclosure
previously on page iv has been removed in response to the Staff’s Comment No. 9.

Q: How many votes are required for the approval of each item?, page vi

COMMENT NO. 12:

Please revise your disclosure to provide the percentage of outstanding shares entitled to vote that
are held by directors, executive officers and their affiliates and the number of votes required to
approve and adopt the merger agreement. Please also disclose the number of votes required to
approve and adopt the merger agreement on page 22 under “Stock Ownership and Voting by Ladish’s
Directors and Executive Officers.” See Item 3(h) of Form S-4.

RESPONSE:

     We have revised the disclosure on (i) pages v and 23 to provide the percentage of outstanding
shares of Ladish common stock that are held by Ladish’s directors and executive officers and their
respective affiliates and (ii) on pages (v) and 22 to disclose the number of votes required to
adopt the merger agreement.

Ms. Pamela A. Long

Securities and Exchange Commission

January 31, 2011

Page 6

Q: Can Ladish terminate the merger agreement in order to accept a superior proposal to acquire
Ladish?, page vii

COMMENT NO. 13:

Please revise your disclosure to specify (1) the circumstances under which Ladish may terminate the
merger agreement in order to accept a superior proposal, including that the “superior proposal”
must be unsolicited; and (2) the circumstances under which Ladish will be required to pay a $31
million termination fee in order to accept such superior proposal. Please also revise your
disclosure elsewhere throughout the prospectus, as appropriate, including on pages 3 and 13.

RESPONSE:

     The disclosure previously on page vii has been removed in response to the Staff’s Comment No.
9. We note to the Staff that the circumstances under which Ladish may terminate the merger
agreement in order to enter into a definitive agreement to effect a superior proposal, including
that the superior proposal must be unsolicited, are described on page 5. We have added similar
disclosure on pages 5-6 and 14 to describe the circumstances under which Ladish will be required to
pay the termination fee, including in order to enter into a definitive agreement to accept such a
superior proposal.

Q: Will the shareholder vote to approve the merger occur before regulatory approval of the
merger?, page vii

COMMENT NO. 14:

We note that on January 4, 2011, Ladish issued a press release stating that the review period
required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 had expired. Please update
your disclosure here, and elsewhere throughout the prospectus, as appropriate, including on pages
4, 13 and 45.

RESPONSE:

     We have revised the disclosure on pages vi,
4 and 50 to reflect that the review period
required under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 has expired and that the
required approvals have been obtained under other applicable antitrust laws. Given that no
additional regulator approvals are anticipated to be required in order to complete the merger, we
no longer view the referenced risk factor previously on page 13 as a material risk and have removed
the risk factor.

Ms. Pamela A. Long

Securities and Exchange Commission

January 31, 2011

Page 7

Summary, page 1

Opinion of Ladish’s Financial Advisor, page 2

COMMENT NO. 15:

Please disclose the amount to be paid to the financial advisor as well as the amount contingent
upon consummation of the proposed merger.

RESPONSE:

     We have revised the disclosure on pages 2 and 43 to state the amount to be paid to Baird,
as well as the amount that is contingent upon consummation of the merger.

Litigation Relating to the Merger, page 6

COMMENT NO. 16:

Please disclose, if true, that the termination fee would not have to be paid should the merger not
occur as a result of the litigation.

RESPONSE:

     We have revised the disclosures on pages 6 and 51 to indicate that the termination fee
would not be payable in the event that the merger would not occur as a result of the litigation
there discussed.

Litigation Relating to the Merger, page 6

COMMENT NO. 17:

Please supplementally provide us with copies of the complaints for the lawsuits brought by and on
behalf of Ladish shareholders in Wisconsin state court and in the United States District Court for
the Eastern District of Wisconsin and update this information accordingly.

RESPONSE:

     We supplementally are providing the Staff with copies of the complaints for the referenced
lawsuits, as they have been amended, and will update the information in the Form S-4 accordingly to
reflect any material developments in the referenced lawsuits.

Ms. Pamela A. Long

Securities and Exchange Commission

January 31, 2011

Page 8

The Rights of Ladish Shareholders Following the Merger Will Be Different, page 6

COMMENT NO. 18:

Concisely summarize the material differences between the rights of shareholders holding stock in a
Wisconsin corporation versus a Delaware corporation. Please also comply with this comment on page
16.

RESPONSE:

     We have revised the disclosures on pages 7 and 17 to reference the material areas of
difference between the rights of shareholders holding stock in a Wisconsin corporation versus the
rights of stockholders holding stock in a Delaware corporation.

Risk Factors, page 12

ATI will incur significant transaction and merger-related costs in connection with the merger . . ., page 15

COMMENT NO. 19:

Please revise to also discuss the costs that Ladish will incur, and please quantify the transaction
and merger-related costs for both ATI and Ladish, to the extent possible.

RESPONSE:

     We have revised the disclosure on page 16 to also discuss the costs that Ladish will incur and
to quantify the transaction and merger-related costs, to the extent possible, for both ATI and
Ladish.

Certain existing indebtedness of Ladish, if not refinanced, amended or repaid . . ., page
16

COMMENT NO. 20:

Please quantify the current existing indebtedness of Ladish, and discuss any plans to refinance,
amend or repay such indebtedness. Further, please discuss here, or elsewhere as appropriate, the
Senior Notes Offering conducted by ATI that priced on January 4, 2011 and that will be used by ATI
to fund the cash portion of the merger consideration.

RESPONSE:

     We have revised the disclosure on page 17 to include a quantification of the current existing
indebtedness of Ladish and to indicate that we do not have any current plans to

Ms. Pamela A. Long

Securities and Exchange Commission

January 31, 2011

Page 9

refinance, amend or repay in full such indebtedness. We also have
included disclosure on page 50 to discuss our public offering of senior notes in January 2011, a portion of the proceeds of
which are expected to be used to fund t