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                                    FORM 6-K
                     U.S. SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                        REPORT OF FOREIGN PRIVATE ISSUER
                   PURSUANT TO RULE 13A-16 OR 15D-16 UNDER THE
                         SECURITIES EXCHANGE ACT OF 1934


                               dated July 25, 2002


                         Commission File Number 1-14878


                                   GERDAU S.A.
                    (Exact Name as Specified in its Charter)

                                       N/A
                       (Translation of Registrant's Name)

                                Av. Farrapos 1811
             Porto Alegre, Rio Grande do Sul - Brazil CEP 90220-005
                    (Address of principal executive offices)


      Indicate by check mark  whether the  registrant  files or will file annual
reports under cover Form 20-F or Form 40-F.

      Form 20-F [X]  Form 40-F  ____


      Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(1): ____

      Indicate by check mark if the registrant is submitting the Form 6-K in
paper as permitted by Regulation S-T Rule 101(b)(7): ____

      Indicate by check mark whether by furnishing the information contained in
this Form, the registrant is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

      Yes ___        No  [X]


      If "Yes" is marked, indicate below the file number assigned to the
registrant in connection with Rule 12g3-2(b): Not applicable.

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                                   SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused the Report to be signed on its behalf by the
undersigned, thereunto duly authorized.


Date:  July 25, 2002

                                                GERDAU S.A.



                                               By:/s/ Osvaldo  Burgos Schirmer
                                                  -----------------------------
                                                  Name:  Osvaldo Burgos Schirmer
                                                  Title: Chief Financial Officer





                                  EXHIBIT INDEX


Exhibit              Description of Exhibit

  1                  Press release of July 9, 2002 concerning governance





                                                                       Exhibit 1


Press release of July 9, 2002 concerning governance