FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person * FERRARA ALBERT E JR   2. Issuer Name and Ticker or Trading Symbol AK STEEL HOLDING CORP [AKS] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) VP of Finance & CFO (Last) (First) (Middle) 703 CURTIS STREET 3. Date of Earliest Transaction (Month/Day/Year) 01/20/2005 (Street) MIDDLETOWN, OH 45043 4. If Amendment, Date Original Filed(Month/Day/Year) 6. Individual or Joint/Group Filing(Check Applicable Line) _X_ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person (City) (State) (Zip) Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 01/20/2005   A   7,500 A $ 0 34,000 D   Common Stock 01/20/2005   A   10,949 A $ 0 44,949 D

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Stock Option (1)

$ 13.7

01/20/2005

A

2,500

01/20/2006

01/20/2015

Common Stock

2,500

$ 0

87,500

D

Stock Option

$ 13.7

01/20/2005

A

2,500

01/20/2007

01/20/2015

Common Stock

2,500

$ 0

90,000

D

Stock Option

$ 13.7

01/20/2005

A

2,500

01/20/2008

01/20/2015

Common Stock

2,500

$ 0

92,500

D

Performance Shares

(2)

01/20/2005

A

5,625 (3)

12/31/2007

12/31/2007

Common Stock

5,625

$ 0

98,125

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
FERRARA ALBERT E JR 703 CURTIS STREET MIDDLETOWN, OH 45043			VP of Finance & CFO

Signatures

/s/Albert E. Ferrara, Jr.		01/24/2005
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1)	All stock options vest in three equal annual installments beginning one year after the grant date.
(2)	The conversion rate is 0 to 1.5 Common Shares to 1 Performance Share
(3)	Does not include 5,625 additional Performance Shares which were awarded on the same date but are not currently reportable.

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