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Allegheny Technologies Incorporated Corresp

1000 Six PPG Place

Pittsburgh, PA 15222-5479

July 11, 2008

Via EDGAR and Facsimile

United States Securities and Exchange Commission

Division of Corporation Finance

100 F. Street N.E.

Washington, D.C. 20549-7010

Attn: Mr. Dieter King

    RE:

    Allegheny Technologies Incorporated

    Form 10-K for the fiscal year ended December 31, 2007

    Filed February 26, 2008

    Form 10-Q for the fiscal quarter ended March 31, 2008

    Filed May 9, 2008

    Definitive Proxy Statement filed March 25, 2008

    File No. 001-12001

Dear Mr. King:

     This letter sets forth our responses to the letter dated June 27, 2008 of the Staff of the
Securities and Exchange Commission with respect to the Form 10-K for the year ended December 31,
2007, the Form 10-Q for the quarter ended March 31, 2008, and the Definitive Proxy Statement filed
March 25, 2008 for Allegheny Technologies Incorporated (the “Company”).

     Set forth below are the Company’s responses to each of the comments in your letter. For your
convenience, the comments are reproduced in bold text below and are followed by the Company’s
responses.

Proxy Statement for 2008 Annual Meeting of Stockholders

Grants of Plan-Based Awards for 2007, page 41

2007 Annual Incentive Plan, page 42

    1.

    You state in your response to comment 12 in our letter dated May 30, 2008 that “the Other AIP
Targets are not individually material to an understanding of [your] 2007 Annual Incentive Plan
awards because none of them is weighted more than 5% for any named executive officer.” We
note, however, that when taken in the aggregate the six Other AIP Targets account for 30% of
the award determination for each named executive officer. This is the same percentage
significance as the Operating Cash Flow Target, which target you have already committed to
disclose and do not contest is material to an investor’s understanding of your award
determinations.

Mr. Dieter King

U.S. Securities and Exchange Commission

July 11, 2008

Page 2

    Given that the Operating Cash Flow Target and the combined Other AIP Targets are of equal
significance in determining awards under the plan, we believe that just as the Operating
Cash Flow Target is material to investors, so too are the Other AIP Targets material to
investors. We note that you characterize the Other AIP Targets as “competitively sensitive
information,” but you do not explain why you believe this to be the case. If, because of
their “competitively sensitive” nature, you believe that the disclosure of some or all of
the Other AIP Targets would likely cause you substantial competitive harm and you wish to
avail of Instruction 4 to Item 402(b) of Regulation S-K, to withhold their disclosure,
please tell us why disclosure of the targets would be likely to cause you substantial
competitive harm. Please be detailed and specific in your response, and please provide a
separate analysis for each of the targets.

Each of the six Other AIP Targets is very different from the others, with achievement of each
target computed based upon individual business unit results, and thus their materiality is most
appropriately determined on an individual basis and not in the aggregate. Moreover, unlike the
Operating Earnings and Operating Cash Flow targets, which are financial targets that can be readily
aggregated on a consolidated Company-wide basis and disclosed in a manner understandable by
investors, all of the Other AIP Targets are non-financial measures of operating efficiency or
compliance at the Company’s individual business units. Achievement of the Other AIP Targets for
named executive officer compensation purposes is determined based upon the weighted achievement
results of each of the individual business units, with the weighting of achievement being a complex
process involving multiple levels of averaging. The disclosure of this process would not be
understandable by, or meaningful or useful to, investors. In addition, the Other AIP Targets
cannot be meaningfully aggregated and disclosed on a Company-wide basis and, therefore, their
attempted disclosure would confuse investors far more than it would aid them in understanding the
Company’s AIP. Accordingly, and in light of the fact that no Other AIP Target is weighted more
than 5% for any named executive officer, the Company believes that none of the Other AIP Targets
are individually material to an investor’s understanding of our AIP award determination.

     Competitive Harm.

Instruction 4 to Item 402(b) Regulation S-K provides that the Company need not disclose the Other
AIP Targets if such disclosure would result in competitive harm to the Company. The Company
believes that, for the reasons discussed below, the Other AIP Targets are exempted from disclosure
because their disclosure could cause competitive harm to the Company and also would likely be
confusing for investors.

Disclose of the proprietary Other AIP Targets would provide the Company’s competitors and customers
with detailed information not currently publicly available. This information would arm these third
parties, and other groups, such as labor unions, with unfair strategic advantages or bargaining
leverage afforded by a detailed insight into the Company’s strategic business goals and plans.

Mr. Dieter King

U.S. Securities and Exchange Commission

July 11, 2008

Page 3

The following examples are illustrative of some, but not all, of the ways in which disclosure of
the Other AIP Targets could be used to competitively harm the Company.

    •

    Competitors. The Company’s business is highly competitive and is characterized by
intense competition on a national and international basis. There are several
competitors in each product market served by the Company. Disclosure of the Other AIP
Targets would provide current or future competitors with important insights into the
Company’s planned manufacturing improvements, including inventory turns and related
yields. With this information, competitors could discern the Company’s production and
capacity at the Company’s mills and related operations. Competitors would be able to
use this information to make strategic decisions about how best to compete with the
Company on production and output levels. This would cause the Company to lose its
competitive advantage and result in a loss of market share and revenue. This type of
information, which the Company does not have about its competitors, some of which are
not public companies or are foreign-owned, would place the Company at a significant
competitive disadvantage and result in competitive harm to the Company.

    •

    Customers. Our customers also stand to gain an unfair competitive negotiating
advantage through disclosure of the Other AIP Targets. For example, the Other AIP
Targets contain goals with respect to customer responsiveness, including on-time
deliveries and numbers of customer complaints. If customers knew this information, the
customers would gain significant negotiating leverage over us, thereby decreasing our
revenues and/or increasing our production costs.

    •

    Employee Relations. Merely disclosing our targets relating to safety improvements
could be unsettling to numerous of our employees and lead to internal employee strife
and distraction, perhaps even causing work stoppages. This would have a significant
impact on our production and efficiency and would result in decreased revenues thereby
negatively impacting our stockholders. Our competitors, who do not disclose similar
information, would not have to contend with these disclosure effects on their employees
and would gain a substantial workforce advantage.

Because public disclosure of the Other AIP Targets would cause substantial harm to our competitive
and financial position, and such information has not previously been made publicly available and,
to the best of our knowledge, will not be required to be made public by any other government or
regulatory authority, we believe the disclosure of the Other AIP Targets would cause competitive
harm to the Company and, therefore, we should not be required to disclose the Other AIP Targets.

Mr. Dieter King

U.S. Securities and Exchange Commission

July 11, 2008

Page 4

Performance/Restricted Stock Program, page 42

2. In future filings, please note that the same net income performance target is used for both
performance elements of the PRSP.

The Company acknowledges this comment and will, in future filings, note that the same net income
performance target is used for both performance elements of the PRSP, as applicable.

Key Executive Performance Plan, page 43

3. In future filings, please summarize your payment history for the second level of the KEPP (e.g.,
to date, as you note in your letter to us dated June 12, 2008, you have never paid an award under
the second level of the KEPP). In addition, in future filings please consider adding a sentence to
your KEPP disclosure to explain the purpose of the second level of the KEPP program.

The Company acknowledges this comment and will, in future filings, summarize the payment history
under the second level of the KEPP. In addition, in future filings the Company will consider
adding a sentence to the KEPP disclosure to further explain the purpose of the second level of the
KEPP program.

Please contact me at (412) 394-2836 with any questions or comments.

Very truly yours,

/s/ Jon D. Walton

Jon D. Walton

Executive Vice President, Human Resources,

Chief Legal and Compliance Officer,

General Counsel and Corporate Secretary

    cc:

    L. Patrick Hassey

    Richard J. Harshman